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CapitaLand Limited
Annual Report 2015
Corporate Governance Report
To further promote the alignment of Management’s interests with that of shareholders, the ERCC has approved share
ownership guidelines for Senior Management to instill stronger identification by senior executives with the longer term
performance and growth of the Group. Under these guidelines, Senior Management participants are required to retain a
prescribed proportion of the Company’s shares received under the Share Plans.
D. Market-related Benefits:
The benefits provided are comparable with local market practices.
The Code requires an issuer to disclose the names and remuneration of at least the top five key management personnel
(who are not also Directors or the P&GCEO) of the Company. Besides the P&GCEO who is an executive Director,
the Company considers the heads of the corporate functions to be the key management personnel and accordingly
the GCFO Mr Arthur Lang Tao Yih, the Group Chief Corporate Officer Mr Tan Seng Chai, and the Chief Corporate
Development Officer Mr Ng Kok Siong were its key management personnel for FY 2015. The remuneration of the Chief
Executive Officers of the Company’s unlisted subsidiaries is not disclosed as the Board believes that such disclosure
would be disadvantageous to the Group’s business interest, given the highly competitive conditions in the real estate
industry where poaching of executives is commonplace; any poaching is likely to result in a ratcheting up of the
remuneration which is not in the interest of the Company.
The details of the remuneration for the P&GCEO are provided in the Directors’ Remuneration section on page 42 of
this Annual Report. The details of the other key management personnel remuneration in bands of S$250,000 and a
breakdown in percentage terms are provided in the Key Management Personnel’s Remuneration section on page 43 of
this Annual Report.
The ERCC seeks to ensure that remuneration paid to the P&GCEO and key management personnel is strongly linked
to the achievement of business and individual performance targets. The performance targets endorsed by the ERCC
and approved by the Board are set at realistic yet stretched levels each year to motivate a high degree of business
performance with emphasis on both short-term and longer-term quantifiable objectives. A pay-for-performance alignment
study was conducted by the appointed independent remuneration consultant and reviewed by the ERCC; the findings
indicate that there has been adequate pay-for-performance alignment for the Group in both absolute and relative terms
against a peer group of large listed companies over a multi-year period.
For FY 2015, there were no termination, retirement or post-employment benefits granted to Directors, the P&GCEO and
key management personnel. There was also no special retirement plan, ‘golden parachute’ or special severance package
for the key management personnel.
There were no employees of the Group who were immediate family members of a Director or the P&GCEO during
FY 2015. “Immediate family member” refers to the spouse, child, adopted child, step-child, sibling or parent of the
individual.
Non-Executive Director Remuneration
Non-executive Directors have remuneration packages consisting of Directors’ fees and attendance fees. The Directors’
compensation policy is based on a scale of fees divided into basic retainer fees as Director and additional fees for attendance
and serving on Board Committees.
The remuneration framework for the non-executive Directors remains unchanged from that for the year ended 31 December
2014 (FY 2014), save for the revised fee of S$30,000 (compared to S$25,000 for FY 2014) for each non-executive Director in
the AC and the FIC, the latter being formed by the merger of the Investment Committee and the Finance & Budget Committee.
