MegaChem Limited - Annual Report 2024

In setting remuneration packages, the Company takes into account pay and employment conditions within the same industry and in comparable companies, as well as the Group’s relative performance and the performance of the Managing Director and key management personnel. The remuneration package is designed to allow the Company to better align the interests of the Managing Director and key management personnel with those of shareholders and link rewards to corporate and individual performance. The Company also ensures that the remuneration is appropriate to attract, retain and motivate the Directors to provide good stewardship of the Company and key management personnel to successfully manage the Company for the long term. Remuneration for the Managing Director comprises a basic salary component and a variable component that is pegged to the performance of the Group as a whole. Having reviewed the variable component in the remuneration packages of the Managing Director and key management personnel, the RC is of the view that it is not necessary to institute contractual provisions to reclaim incentive components of remuneration from the Managing Director and key management personnel in exceptional circumstances of misstatement of financial results, or of misconduct resulting in financial losses to the Group. The Company believes that there are alternative legal avenues to these specific contractual provisions that will enable the Company to recover financial losses arising from such exceptional events from the Managing Director and key management personnel. The Company does not offer any employee share scheme. The RC may consider other forms of long-term incentive schemes for key management personnel when necessary. Provision 7.2 of the Code: Remuneration of Non-Executive Directors dependent on contribution, effort, time spent and responsibilities The Independent Directors receive Directors’ fees for their effort and time spent, responsibilities and contribution to the Board, subject to shareholders’ approval at annual general meetings. The Independent Directors are not overcompensated to the extent that their independence may be compromised. The Non-Executive Non-Independent Director is not remunerated. Disclosure on Remuneration Principle 8: The company is transparent on its remuneration policies, level and mix of remuneration, the procedure for setting remuneration, and the relationships between remuneration, performance and value creation. Provision 8.1 and 8.3 of the Code: Remuneration disclosures of Directors and key management personnel; Details of employee share schemes Remuneration of the Executive Director is stipulated in their respective service agreements with the Company (“Service Agreements”). Under the provisions of the Service Agreements, the Executive Director shall be paid a monthly base salary and annual wage supplement and be provided with benefits commensurate with the position. The Executive Director participates in a profit-sharing scheme that is pegged to the Group’s profitability. The Executive Director does not receive Directors’ fees and there are no postretirement and severance benefits except the common practice of giving notice or salary in lieu of notice in the event of termination. The level and mix of remuneration paid or payable to the Executive Director for FY 2024 are set out as follows: % Breakdown of Remuneration Name of Director Remuneration Base salary Bonus/Profit Sharing Benefits in kind Mr Sidney Chew Choon Tee S$1,170,000 51% 47% 2% 57 ANNUAL REPORT 2024 Corporate Governance Report

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