Remuneration Policy

This Remuneration Policy set out the remuneration principles and guidelines for members of the Board of Ajiya Berhad ("Ajiya" or the "Company") and Key Senior Management. Appropriate level of remuneration packages are essential to attract and retain quality people to serve the Company and its subsidiaries (‘the Group”) in a competitive environment. It also helps to support and drive business strategies and long term objective of the Group and at the same time aligned with the interest of the shareholders.

The Board is assisted by the Remuneration Committee in implementing this Policy.

The Remuneration Policy is guided by the following principles:-
  • Performance measures and targets are aligned with the Company’s strategy and shareholders’ interest.
  • Remuneration and rewards are commensurate with individual performance which take into account the level of responsibilities, skill and experience as well as the Group’s business results.
  • The remuneration packages remain competitive with relevant industry to attract and retain talent employees by appropriate market benchmarking.
  • No Directors shall participate or vote on the deliberations and decisions concerning his or her remuneration. 
This Remuneration Policy applied to the members of the Board of Ajiya Berhad and Key Senior Management of its subsidiaries.
  • Ajiya Berhad - Ajiya or the Company.
  • Ajiya and its subsidiaries - the Group.
  • Board of Directors / Board - the Directors of Ajiya Berhad.
  • Executive Director - A Director who assumes management responsibilities in the Group.
  • Key Senior Management - Directors of subsidiary / Head of Divisions / Business Unit who is holding the highest level of management position and is responsible for the business operations in the subsidiaries. He/she is not a Director of Ajiya.
  • Non-Executive Director - A Non-Executive Director is a member of the Board who does not engage in the day-to-day management of the Company and its subsidiaries.
4.1 Executive Directors
4.1.1 The remuneration of Executive Directors consist of salary, bonus and incentives, benefit in kind, director fees, travelling allowances and meeting attendance allowance.
4.1.2 The fixed salary is determined based on:
  • scope of duty and responsibilities;
  • experiences;
  • individual performance; and
  • market rate within the industry and comparable companies.
4.1.3 Bonus and incentives shall be paid to Executives Directors and is designed to reward outstanding performance. Declaration and payment of bonus and incentive shall take into consideration all measurable and non-measurable performance of the Group.
 
4.2 Non-Executive Directors
4.2.1 The remuneration of the Non-Executive Directors consists of director fees, travelling allowances and meeting attendance allowances.
4.2.2 The level of remuneration reflect the experience, responsibilities and time commitment undertaken by the Non-Executive Directors as well as the Company’s performance and the market rate in the same industry.
4.2.3 Fees payable to Non-Executive Directors shall be by a fixed sum, and not by a commission on or percentage of profits or turnover.
 
4.3 Key Senior Management
4.3.1 The remuneration of Senior Management shall consist of salary, bonus and incentives and benefit in kind. Bonus and incentives are awarded for outstanding performance and in meeting with established key performance indicators. Declaration and payment of bonus shall take into consideration all measurable and non-measurable performance of the Company.
4.3.2 The remuneration of Key Senior Management is determined according to level of skill, experience and scope of responsibilities, individual performance, market competitiveness as well as the subsidiary company’s performance.
5.1 Executive and Non-Executive Directors
5.1.1 The remuneration packages of Executive Directors and Non-Executive Director of the Company are reviewed annually by the Remuneration Committee and thereafter recommend to the Board for consideration.
5.1.2 The Remuneration Committee will consider the available market rate or benchmarks and may seek external advisors if necessary, to assist to the Board in formulating an attractive remuneration packages to attract talent.
5.1.3 Upon recommendation by the Remuneration Committee, the Board will propose the Directors’ remuneration for approval by shareholders at the Annual General Meeting.
5.1.4 The Director concern shall abstain from deliberations and voting on decisions in respect of his individual remuneration package. 
 
5.2 Key Senior Management
5.2.1 Key Senior Management report directly to the Executive Director of Ajiya Berhad. Their remuneration are reviewed annually and approved by the said Executive Director base on key performance indicators.

This Policy will be reviewed regularly by the Board and will be amended as appropriate to reflect the current best practices