Springform Technology Ltd has a separately established remuneration committee.
It functions in accordance with the following Remuneration Committee Charter.
REMUNERATION COMMITTEE CHARTER
Composition
The remuneration committee comprises at least three members, directors from the Board with the following being the current members:
- Mr. Prasana Prusty
- Ms. Bharvi Shah
- Mr. Pankaj. K. Shah
Role
The role of the committee is to review and make recommendations as to remuneration packages for directors including employee incentive plans.
Operations
The committee must meet at least once a year and otherwise as required. Minutes of all meetings of the committee are to be kept. Committee meetings will be governed by the same rules as set out Spring Form Technology constitution, as they apply to meetings of the Board.
Responsibilities
Remuneration and Incentive Policies:
The committee is to make decisions with respect to appropriate remuneration and incentive policies for executive directors which:
- motivate executive directors and to pursue long term growth and success of Spring Form Technology within an appropriate control framework;
- demonstrate a clear correlation between key performance and remuneration; and
- align the interests of key leadership with the long-term interests of Spring form Technology's shareholders.
Employee Remuneration Packages
The committee is to ensure that:
- executive remuneration packages involve a balance between fixed and incentive pay, reflecting short and long term performance objectives appropriate to Springform Technology' circumstances and objectives;
- a proportion of' remuneration is structured and formulated in a manner designed to link reward to corporate and individual performances; and
- Recommendations are made to the Board with respect to the quantum of bonuses to be paid to employees
The committee is to ensure that:
- fees paid to the KMPs are within the aggregate amount approved by shareholders and make recommendations to the Board with respect to the need for increases to this aggregate amount at the Company's annual general meeting;
- non-executive directors are remunerated by way of fees.
- non-executive directors are not provided with retirement benefits other than statutory superannuation entitlements; and
- non-executive directors are not entitled to participate in equity-based remuneration schemes designed for executives without due consideration and appropriate disclosure to the Company's shareholders.
- Incentive Plans and Benefits Programs
The committee is to ensure that:
- review and make recommendations concerning long-term incentive compensation plans. Except as otherwise delegated by the Board, the committee will act on behalf of the Board to administer employee benefit plans, and as such will discharge any responsibilities under those plans, including making and authorizing grants, in accordance with the terms of those plans; and
- ensure that incentive plans are designed around appropriate and realistic performance targets that measure relative performance and provide benefits when they are achieved; and
- continually review and if necessary improve any existing benefit programs established for employees.
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