Procedures for developing Remuneration Policies

There should be a formal and transparent procedure for fixing the remuneration packages of individual Directors. No Director should be involved in deciding his own remuneration.

Level and Mix of Remuneration

The level of remuneration should be appropriate to attract, retain and motivate the Directors needed to run the company successfully but companies should avoid paying more for this purpose. A proportion of the remuneration, especially that of executive Directors, should be linked to performance.

Disclosure on Remuneration

Each company should provide clear disclosure of its remuneration policy, level and mix of remuneration, and the procedure for setting remuneration, in the company's annual report.

Commentary

The Board adopted the recommendations of the Code and established a Remuneration Committee to consider and to make recommendations on remuneration matters for the Directors and senior executives of the Group. Apart from ensuring consistencies with good practices, the Remuneration Committee is also mindful of the need to ensure that the Company and the Group are able to attract and retain good Directors and senior executives to the business.

The Remuneration Committee comprises five members, the majority of whom are Independent Non-Executive Directors:

Remuneration Committee

The Remuneration Committee assists the Board and Management by assessing and making remuneration recommendations for the Executive Director and senior executives of the Company. The Remuneration Committee also administers the performance bonus scheme.

Broadly, remuneration for the Executive Director and senior executive officers is based on the Company and individual performances and the remuneration for Non-Executive Directors in the form of fees is based on responsibilities and memberships in the Board and its committees.

The remuneration of Directors and key executives is set out below:

(1) Resigned on 1 January 2007
(2) Resigned on 9 June 2006 

There are no employees in the Group who are immediate family members of the Chairman or any of the Directors.

The remuneration of the Group's top five key executives takes into consideration the pay and employment conditions within the same industry and is performance related. The remuneration package of Directors and senior executive officers include the following:

Basic/fixed salary - The basic salary (inclusive of statutory employer contributions to Central Provident Fund) for each Executive Director or key management personnel is recommended by the Remuneration Committee, taking into account the performance of the individual, the infl ation price index and information from independent sources on the pay scale for similar jobs in a selected group of comparable organisations.

Fees - Fees paid or payable to Non-Executive Directors take into account factors such as effort and time spent, and responsibilities of these Directors.

Variable/Performance - The Group operates a bonus scheme for all employees including the Executive Directors. The criteria for the scheme are the level of profit achieved from certain aspects of the Group's business activities against targets, together with an assessment of the Company and individual's performance during the year. Bonuses payable to the Executive Directors and senior executive officers are reviewed by the Remuneration Committee.

Others - Benefits in kind such as private medical cover and car are made available where appropriate and                  consistent with common industry practices.
              - Allowances include travel allowance and Special Task Force allowance. 

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