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44

EC World Real Estate Investment Trust ANNUAL REPORT 2016

The NRC has written terms of reference setting out its scope and authority in performing the functions of a remuneration

committee, which include advising the Board in matters relating to:

the framework of remuneration for the Directors and key management personnel of the Manager;

the specific remuneration packages for the Directors and for key management personnel of the Manager covering

all aspects of remuneration including but not limited to Directors’ fees, salaries, allowances, bonuses, options,

unit-based incentives, awards and benefits in kinds;

the termination payment, gratuities, severance payment and other similar payments, if any, to the Executive

Directors and key management personnel of the Manager; and

the development of a remuneration policy with regard to the objective of attracting, rewarding and retaining

performing staff.

The key objectives and features of the Manager’s policy on the remuneration of its Directors are as follows:

the level of Directors’ fees should be appropriate (but not excessive) to attract and motivate the Directors to

provide good stewardship of the Manager and the Group;

Directors’ fees are reviewed annually and subject to the approval of the Manager’s shareholder;

each Director is paid a basic fee and, in addition, to ensure that each Director’s fees are commensurate with his

or her responsibilities of the Manager’s policy on the remuneration of its executives are as follows:

a)

the level and structure of executive remuneration should be competitive (but not excessive) to attract,

motivate and retain a pool of talented executives for the present and future growth of the Manager; and

b)

executive remuneration should be performance related with a view to promoting the long-term success

and sustainability of the Manager and ECW Group.

The NRC had in February 2017 reviewed and determined the remuneration packages of Directors and key management

personnel, to ensure that they are adequately but not excessively remunerated.

Directors’ fees are established and reviewed annually based on each Director’s level of responsibilities on the Board and

its Board Committees, and are benchmarked against market practices.

Directors’ fees are based on a structured fees framework reflecting the responsibilities and time commitment of each

Director. The fees framework comprises a base fee and additional fee for holding appointment as Board Chairman,

Chairman or member of Board Committees. The Manager has set out in the table on the next page information on the

fees paid to the Directors for FY2016:

Corporate

Governance