The total remuneration mix comprises three key components; that is, annual fixed cash, annual performance
incentive, and the InnoTek Share Option Schemes. The annual fixed cash component comprises the annual
basic salary plus any other fixed allowances which the Company benchmarks with the relevant industry market
median. The annual performance incentive is tied to the Company’s business unit’s and individual employee’s
performance. The InnoTek Share Option Scheme is a long-term incentive plan. The equity component is intended
to achieve the objective of aligning the interests of the Executive Directors and Key Management with those
of the shareholders of the Company. Performance targets are set and performances are evaluated annually.
Executive directors do not receive directors’ fees but are remunerated as a member of Management. Non-
Executive Directors are paid Directors’ fees, which comprise a basic fee and additional fees for appointments
on Board Committees.
In reviewing the fees for Non-Executive Directors, the RC has adopted a framework based on guidelines
recommended by the Singapore Institute of Directors, which comprises a base fee, fees for membership in
Board Committees as well as fees for chairing Board Committees, taking into consideration the amount of time
and effort that each Board member may be required to devote to the role and the fees paid by comparable
companies.
The first InnoTek Employees’ Share Option Plan (“Plan”) approved at the Extraordinary General Meeting (“EGM”)
of the Company on 18 September 2000 ran its full duration of five years from the first date of grant and had
expired on 7 February 2006. The expiration of the Plan however did not affect options which had been granted
and accepted by the participants of the Plan whether such options have been exercised or not. After the expiry
of the Plan, a subsequent plan known as InnoTek Employees’ Share Option Scheme II (“Scheme II”) was approved
by shareholders at the EGM on 30 April 2008. Scheme II expired on 10 March 2014. At the EGM in 2014, the
Company adopted a new InnoTek Employees’ Share Option Scheme 2014 with the approval of its shareholders.
The RC is assigned the responsibility of administering all share option plans in accordance with the rules of the
respective plan, to determine and approve the list of grantees of the share options, the date of grant and the
price thereof. During the year, no option was granted under the InnoTek Employees’ Share Option Scheme 2014.
2,000,000 options were granted to the Executive Director as part of his remuneration package in January 2016.
DISCLOSURE ON REMUNERATION
Principle 9: Clear disclosure on remuneration policy, level and mix
The remuneration policy of the Company is based on an annual appraisal system using the criteria of core
values, competencies, key result areas, performance rating and potential. Rewards are linked with corporate
and individual performance. The Board is of the view that it is not necessary to present its remuneration policy
before shareholders for approval at the AGM.
I N N O T E K L I M I T E D
A N N U A L R E P O R T 2 0 1 5
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CORPORATE
GOVERNANCE REPORT
