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NATURAL COOL HOLDINGS LIMITED
Annual Report 2011 30
Corporate Governance Report
Service Agreements
The service agreements (the “Service Agreement”) with the Executive Directors namely, Mr Steven
Chen Choon Khee, Mr Joseph Ang Choon Cheng, Mr Eric Ang Choon Beng and Mr Tsng Joo Peng are
for a fxed appointment period. The Executive Directors do not receive Director’s fees. Each of their
remuneration packages as set out in their respective Service Agreements consists of salary, allowance and
a proft sharing element that is conditional upon meeting certain performance targets, designed to align
their interest with the shareholders’. The Company may terminate the Service Agreements in the event that
Mr Steven Chen Choon Khee, Mr Joseph Ang Choon Cheng, Mr Eric Ang Choon Beng and Mr Tsng Joo
Peng commit certain events of default as described in the Service Agreements. The Service Agreements
do not provide for any benefts upon their termination of employment.
The Independent Directors do not have any service agreements with the Company. Except for Directors’
fees, which have to be approved by shareholders at AGMs, the independent Directors do not receive any
other forms of remuneration from the Company.
The Company does not have any long-term incentive scheme and employee share option scheme. The RC
is of the view that the remuneration policy and amounts paid to Directors are adequate and are refective
of present market conditions.
DISCLOSURE ON REMUNERATION
Principle 9: 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. It should
provide disclosure in relation to its remuneration policies to enable investors to understand the link
between remuneration paid to directors and key executives, and performance.
A breakdown, showing the level and mix of each Director’s remuneration for the year ended 31 December
2011 is as follows:-
Remuneration Band and
Name of Director
Salary
%
Fees
%
Bonus
%
Other
benefts
%
Total
%
Less than S$250,000
Dr Wu Chiaw Ching – 100% – – 100%
Lim Siang Kai – 100% – – 100%
William da Silva – 100% – – 100%
S$250,000 to S$499,999
Nil
S$500,000 to S$749,999
Steven Chen Choon Khee 75% – 7% 18% 100%
Joseph Ang Choon Cheng 74% – 7% 19% 100%
Eric Ang Choon Beng 71% – 7% 22% 100%
Tsng Joo Peng 72% – 6% 22% 100%