Financial Year Ending 31 December 2026 There is no change to the Directors’ fees framework that was adopted in 2025. For the financial year ending 31 December 2026, the Board, having considered the RC’s recommendation, has proposed Directors’ fees of up to S$550,000, to be paid quarterly in arrears, for shareholders’ approval at the forthcoming Annual General Meeting. The Director’s fees are paid wholly in cash. Executive Director Remuneration The CEO, being the Executive Director, does not receive Directors’ fees. The compensation of the CEO comprises performance-related elements, which form a significant proportion of his total remuneration package. These performancerelated elements are designed to align the interests of the CEO with those of the shareholders such that the CEO’s rewards are linked to the performance of the Group as well as his individual performance. There are appropriate and meaningful measures for the purpose of assessing the CEO’s performance. There is no existing service contract between the Company and the Executive Director. The following table shows the remuneration of the Executive Director (who is also the CEO) for the year ended 31 December 2025: Name Total remuneration (S$’000) Salary (%) Bonus (%) Other Benefits & Provident Fund (%) Share Based Compensation (%) Lim Boon Kheng 3,494 21 28 4 47 The Group’s remuneration policy is to be competitive within its industry and to offer fair and reasonable remuneration packages that are commensurate with competence, level of responsibility, performance and contributions to the Group. Based on this broad principle, the RC has the responsibility and discretion to recommend to the Board the remuneration packages for the Executive Director, all of the Non-Executive Directors and key management personnel of the Group, and the CEO has the responsibility and discretion to determine remuneration packages of all other employees who are nonkey management of the Group. The remuneration package for the key management personnel consists of both fixed and variable components. The variable component in the form of profit sharing is based on annual profits and achievement of the mid-to-long term business targets of the individual business units and the Group in the relevant financial year. The Company has implemented a sharebased long term incentive plan known as CSE Performance Share Plan (“Share Plan”) in lieu of an existing cash plan on 20 April 2017, details of which are disclosed in the Directors’ Statement. The Share Plan will allow management to further align their interest and share in the future of the Company with the shareholders. The Share Plan is administered by the RC. During the financial year under review, a total of 5,220,004 performance shares (“Performance Shares”) were awarded to the Executive Director and key management personnel of the Company (the “Participants”) for their performance in FY2024. Subsequent to financial year end, on 26 February 2026, a total of 2,148,361 Performance Shares were awarded to the Participants for their performance in FY2025. The Performance Shares were awarded to reward the Participants based on the performance criteria as determined by the RC who is administering the Share Plan. The awards consist of the grant of fully paid shares. The share awards are not subject to a vesting period but are subject to a selling moratorium period of 1 to 5 years from the date of award against any disposal or sale and/or other dealings in the shares. The Performance Shares were released to the Participants via the release of Treasury shares. The Company does not have any contractual provisions which allow it to reclaim incentive components of remuneration from key executives as such provisions may have a negative impact on attracting and retaining talent in the Company. REPORT ON CORPORATE GOVERNANCE ANNUAL REPORT 2025 51
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