SARAWAK PLANTATION BERHAD
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Annual Report 2014
Statement on Corporate Governance
II. Board Committees
(continued)
Remuneration and Nomination Committee
The Remuneration and Nomination Committee was established on 1 May 2007. It seeks to establish a
remuneration policy which attracts, maintains and retains a set of Directors and top management
executives of requisite caliber to propel the Company towards greater prospects and growth. The
remuneration packages are also linked to seniority, position, experience, time commitment and the
Company’s overall performance. The Remuneration and Nomination Committee also seeks to establish
a formal and transparent procedure for the appointment of new directors to the Board and top
management executives.
The Remuneration and Nomination Committee comprises exclusively of non executive directors, the
majority of whom are independent. The details are as follows:
Name of Committee Member
Designation
Datuk Amar Abdul Hamed bin Sepawi
Chairman - Non Independent Non Executive
Datu Haji Chaiti bin Haji Bolhassan
Independent Non Executive Director
Azizi bin Morni
Independent Non Executive Director
The terms of reference of the Remuneration and Nomination Committee include the following:
(a) establishes and reviews terms and conditions of employment and remuneration of the Directors and
top management executives of the Company;
(b) reviews for approval of the Board, annual salary increments and bonuses of the Directors and top
management executives of the Company;
(c) identifies and nominates for approval of the Board, candidates to fill board vacancies as and
when they arise;
(d) reviews the required mix of skills, experience and other qualities, including core competencies,
which Non Executive Directors should bring to the Board;
(e) conducts formal assessment of the Board’s effectiveness as a whole, including the Chairman and
Chief Executive Officer, the contribution of each director and the various Board Committees;
(f) assesses the independence of the Independent Non Executive Directors annually;
(g) oversees the appointment, management, succession planning and performance evaluation of top
management executives and recommends to the Board of Directors their removal if they are
ineffective, errant and negligent in discharging their responsibilities;
(h) ensures that all Directors undergo compulsory and other appropriate induction programmes and
receives continuous training.
