My first Publication ocbc_ar17_fullreport_english | Page 81

PAGE REFERENCE IN OCBC ANNUAL REPORT 2017 PRINCIPLE AND GUIDELINES Guideline 4.4 (a) The maximum number of listed company Board representations which directors may hold should be disclosed (b) Specific considerations in deciding on the capacity of directors. Page 67 Guideline 4.6 Process for the selection, appointment and re-appointment of new directors to the Board, including the search and nomination process. Page 67 Guideline 4.7 Key information regarding directors, including which directors are executive, non-executive or considered by the Nominating Committee to be independent. Pages 14 to 17, and 66 Guideline 4.13 Resignation of key appointment holders. Page 67 Guideline 4.14 Deviation and explanation for the deviation from the internal guidelines on time commitment referred to in Guidelines 4.4 and 4.10. Not Applicable Guideline 5.1 The Board should state in the Company’s Annual Report how assessment of the Board, its Board committees and each director has been conducted. If an external facilitator has been used, the Board should disclose in the Company’s Annual Report whether the external facilitator has any other connection with the Company or any of its directors. This assessment process should be disclosed in the Company’s Annual Report. Page 67 Guideline 6.1 Types of information which the Company provides to independent directors to enable them to understand its business, the business and financial environment as well as the risks faced by the Company, and how frequent is such information provided. Pages 67, 68, and 73 to 76 Guideline 7.1 Names of the members of the Remuneration Committee and the key terms of reference of the Remuneration Committee, explaining its role and the authority delegated to it by the Board. Pages 64 and 65 Guideline 7.3 Names and firms of the remuneration consultants (if any) should be disclosed in the annual remuneration report, including a statement on whether the remuneration consultants have any relationships with the Company. Not Applicable Principle 9 Clear disclosure of remuneration policies, level and mix of remuneration, and procedure for setting remuneration. Pages 68, 69, 72 and 73 Guideline 9.1 Remuneration of directors, the CEO and at least the top five key management personnel (who are not also directors or the CEO) of the Company. The annual remuneration report should include the aggregate amount of any termination, retirement and post-employment benefits that may be granted to directors, the CEO and the top five key management personnel (who are not directors or the CEO). For CEO and Management: Pages 68, 69, 71 to 73 For the Company’s other directors: Pages 68 and 71 Guideline 9.2 Fully disclose the remuneration of each individual director and the CEO on a named basis. There will be a breakdown (in percentage or dollar terms) of each director’s and the CEO’s remuneration earned through base/fixed salary, variable or performance-related income/bonuses, benefits in kind, stock options granted, share-based incentives and awards, and other long-term incentives. Page 71 Guideline 9.3 Name and disclose the remuneration of at least the top five key management personnel (who are not directors or the CEO) in bands of S$250,000. There will be a breakdown (in percentage or dollar terms) of each key management personnel’s remuneration earned through base/fixed salary, variable or performance-related income/bonus, benefits in kind, stock options granted, share-based incentives and awards, and the other long-term incentives. In addition, the Company should disclose in aggregate the total remuneration paid to the top five key management personnel (who are not directors or the CEO). As best practice, companies are also encouraged to fully disclose the remuneration of the said top five key management personnel. Page 72 BUILDING ON OUR CORPORATE STRATEGY FOR SUSTAINABLE GROWTH 79