A-REIT - Annual Report FY15/16 - page 103

CORPORATE GOVERNANCE
For FY 2015/2016, remuneration for key executive officers comprised a fixed component, performance incentives and benefits-
in-kind.
The NHRRC is of the view that remuneration is aligned to performance during FY2015/2016 and that all of the performance
conditions used to determine the remuneration of Directors and key executive officers of the Manager were met.
The Code and the Notice to All Holders of a Capital Markets Services Licence for Real Estate Investment Trust Management
(issued pursuant to Section 101 of the Securities and Futures Act) require (i) the disclosure of the remuneration of each individual
Director and the CEO on a named basis with a breakdown (in percentage or dollar terms) of each Director’s and the CEO’s
remuneration earned through base/fixed salary, variable or performance-related income/bonuses, benefits in kind, stock options
granted, share-based incentives and awards, and other long-term incentives, (ii) the disclosure of the remuneration of at least the
top five key executive officers (who are neither Directors nor the CEO) in bands of S$250,000, with a breakdown (in percentage
or dollar terms) of each key executive officer’s remuneration earned through base/fixed salary, variable or performance-related
income/bonuses, benefits in kind, stock options granted, share-based incentives and awards, and other long-term incentives
and (iii) the aggregate total remuneration paid to the top five key executive officers (who are neither Directors nor the CEO). In
the event of non-disclosure, the Manager is also required to provide reasons for such non-disclosure.
After much deliberation, the Board is of the view that full disclosure of (a) the specific remuneration of the CEO (on a named basis)
and the top five key executive officers (in bands of S$250,000), with a breakdown (in percentage or dollar terms) of the CEO’s
and each key executive officer’s remuneration earned through base/fixed salary, variable or performance-related income/bonuses,
benefits in kind, stock options granted, share-based incentives and awards, and other long-term incentives, and (b) the aggregate
total remuneration paid to the top five key executive officers (who are neither Directors nor the CEO) will not be in the best
interests of the Manager, A-REIT or its Unitholders.
In arriving at its decision, the Board has taken into consideration, inter alia, the commercial sensitivity and confidential nature
of remuneration matters, the competitive nature of the REIT management industry, the competitive business environment in
which the Manager operates in, the importance of ensuring stability and continuity of business operations with a competent and
experienced management team in place and the negative impact which such disclosure may have on the Manager in attracting
and retaining talent for the Manager on a long-term basis. The Board is of the view that the non-disclosure of (a) and (b) above
will not be prejudicial to the interests of the Unitholders as sufficient information is provided on the Manager’s remuneration
framework to enable the Unitholders to understand the link between the remuneration paid to the CEO, Directors and key
executive officers, and performance as set out on pages 100 to 101.
Remuneration of Directors and key executive officers of the Manager is paid in cash only. There were no employees of the
Manager who were immediate family members of a Director or the CEO during FY2015/2016. “Immediate family member”
refers to the spouse, child, adopted child, step-child, sibling or parent of the individual.
No compensation is payable to any Director, senior management or staff of the Manager in the form of options in units or
pursuant to any bonus or profit-sharing plan or any other profit-linked agreement or arrangement, under the service contracts.
.101
A-REIT ANNUAL REPORT
2015/2016
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