NTUC Income AR 2018

The NC assists the Board to evaluate the suitability of candidates for appointment to the Board by ensuring that competent and qualified individuals capable of contributing to the success of the organisation are considered. It reviews and recommends all director appointments for the Board’s endorsement. It also ensures that the composition of the Board comprises a diverse range of skills and expertise so that management can tap on the knowledge and experience of Board members. The NC also reviews the independence of each Board member on an annual basis as well as whether each director remains qualified for office. In keeping with good corporate governance, all directors are subject to re-nomination and re-election once every three years. In addition, all new nominations to the Board require the prior approval of the MAS. The NC is mindful that directors who serve on multiple boards may be faced with competing time commitment. Although the NC has not imposed a formal limit on the number of directorships which a director may hold, it requires each director to declare annually that he/she is able to devote sufficient time and attention to the Co-operative and to adequately discharge his/her duties as director. The NC has reviewed and is satisfied that directors who currently hold multiple board representations are able to devote adequate time and attention to discharge their duties effectively. The NC met seven times during the year. The key areas reviewed were the assessment of new Board candidates, the skills and competencies needed on the Board, the composition of the Board Committees and independence of directors. The NC also carried out the annual Board evaluation exercise. In addition, the NC met to assess candidates for key executive positions. Human Resource & Remuneration Committee The Human Resource & Remuneration Committee (HRRC) comprises five members as follows: Chairman Sung Cheng Chih Members Kee Teck Koon Lau Wing Tat Joy Tan Sim Hwee Hoon The key duties and responsibilities of the HRRC are to: • Review and recommend a framework for determining the remuneration of non-executive directors, external members of Board Committees and the Chief Executive • Review and approve a framework for determining the remuneration of senior management, based on the factors set out in the prevailing ICGR, including any amendment thereto • Review and approve the remuneration plans and actual pay-out for senior management, defined as Senior Vice Presidents and above, and for the Chief Executive only, in consultation with the Board Chairman, such that remuneration practices do not create incentives for inappropriate risk-taking behaviour • Review and approve succession plans for senior management annually • Review appointments and terminations of senior management The HRRC met five times during the year. The key areas reviewed were the remuneration framework, remuneration of the senior management team, development plans for senior management, alignment to corporate governance and review of the social impact indicators and staff engagement programs. During the course of the year, the HRRC also conducted interviews of candidates for senior management appointments. The Corporate Governance Guidelines advocate the adoption of the Principles for Sound Compensation Practices and Implementation Standards issued by the Financial Stability Board (FSB) which aim to reduce incentives that encourage excessive risk taking. The HRRC has reviewed the Co-operative’s compensation practices to ensure that compensation is aligned with prudent risk taking, effective supervisory oversight and is market competitive . Corporate Governance 24 HAND IN HAND