Maxis Berhad
Annual Report 2015
page
50
Remuneration Procedures
• The RC recommends to the Board, the policy and framework of the Directors’ remuneration and the remuneration package for
the Executive Director (who is also the CEO).
• In recommending the Group’s remuneration policy, the RC may receive advice from external consultants. It is nevertheless the
ultimate responsibility of the Board to approve the remuneration of the Directors and the CEO.
• The RC also reviews the overall performance of the Company and the specific KPIs of the CEO.
• In determining the bonus, the RC reviews their performance based on the overall performance of the Company, and specific
KPIs.
• Unless otherwise determined by an ordinary resolution of the Company in a general meeting, the total fees of all Directors
(excluding salaried Directors) in any year shall be a sum not exceeding in aggregate RM6,000,000.00 and divisible among the
Directors as they may agree, or in the absence of an agreement, divided equally.
• The determination of the remuneration packages of Non-Executive Directors (whether in addition to or in lieu of their fees
as Directors), is a matter for the Board as a whole. Individual Directors do not participate in decisions regarding their own
remuneration package.
Directors’ Remuneration Package
Executive Director
1
Basic Salary
The basic salary of the Executive Director is fixed for the duration of his contract. Any revision to the basic salary will be reviewed
and recommended by the RC.
2
Bonus Scheme
The Group operates a bonus scheme for all employees including the Executive Director. Specific KPIs on financial performance
and operational performance were set to assess the performance of the Executive Director. Bonuses payable to the Executive
Director are reviewed by the Remuneration Committee and approved by the Board.
3
Benefits-in-Kind and Others
Other customary benefits (such as private medical cover, car, etc.) and other benefits are made available to the Executive Director
as appropriate.
Non-Executive Directors
1
Fees
In accordance with the Company’s Articles, the total fees of all the Directors in any year shall be a fixed sum not exceeding
in aggregate RM6,000,000.00 unless otherwise determined by an ordinary resolution of the Company in a general meeting.
Benefits-in-Kind (such as car, etc.) are also made available to Non-Executive Directors as appropriate.
The Board and members of the Board Committees were paid fees respectively and no meeting allowances were provided to all
Directors other than reimbursements .
The aggregate emoluments received by the Directors of the Company during the financial year ended 31 December 2015 and the
total Directors’ remuneration analysed in the band of RM50,000 are disclosed in the financial statements, as set out on page 109
of this Annual Report.
Corporate Governance
