ANNUAL REPORT 2025 107 CORPORATE GOVERNANCE REPORT The Board has reviewed and is satisfi ed that it has met its performance objectives and each Director has contributed positively to the overall effectiveness of the Board. REMUNERATION MATTERS Procedures for Developing Remuneration Policies Principle 6 Remuneration Committee The RC was set up to oversee the design and implementation of a formal and transparent procedure for developing policies on remuneration for all Directors and key management personnel. It reviews the remuneration policy from time to time, considers all aspects of remuneration, including termination terms, to ensure they are fair, and has the power to determine the framework for the remuneration and specifi c remuneration packages of individual Directors and key management personnel including the CEO. The RC, where necessary, has access to independent professional advice on remuneration matters. The RC comprises three members. It is currently chaired by Mr. Lee Kah Lup, an Independent Non-executive Director, with Ms. Lee Tung Wan, Diana, a Non-executive Director, and Ms. Im Man Ieng, an Independent Non-executive Director, as members. The composition of the RC meets the requirements of chairmanship and independence under the Code. The RC held one meeting in 2025 with 100% attendance. NAME OF MEMBER ATTENDED / ELIGILE TO ATTEND Mr. Lee Kah Lup (Chairman) 1/1 Ms. Im Man Ieng 1/1 Ms. Lee Tung Wan, Diana 1/1 The responsibilities of the RC are to assist the Board in achieving its objectives of attracting, retaining and motivating a broader and more diverse pool of employees of the highest calibre and experience needed to shape and execute strategy across the Group’s business operations. During the year, the RC reviewed background information on market data (including economic indicators, statistics and the remuneration bulletin), the Group’s business activities and human resources issues, and headcount and staff cost. It also reviewed and recommended the proposed 2026 directors’ fees. Prior to the end of the year, the RC reviewed and approved the 2025 year-end bonus and 2026 remuneration package of senior executives of the Group. No director or any of his/her associates was involved in deciding his/her own remuneration. No remuneration consultant was engaged during the year. Level and Mix of Remuneration Principle 7 The level and structure of remuneration of key management personnel have regard to the long-term interests and risk policies of the Group and comprise both fi xed and variable components for the purpose of achieving sustained performance and value creation of the Group, and to achieve its strategic objectives. The key management personnel participate in bonus arrangements which are determined in accordance with the performance of the Group and the individual’s performance in order to promote the long-term success of the Group. The remuneration of the Board is determined by the Trustee-Manager with reference to factors such as the contribution, effort, time spent, responsibilities as well as remuneration benchmarks from other listed business trusts. The Directors are remunerated directly by the Trustee-Manager, not by HPH Trust. The remuneration of the Trustee-Manager which is paid out of HPH Trust is provided for in the Trust Deed and the fees paid to the Trustee-Manager for the fi nancial year ended 31 December 2025 are set out on page 179 of the Annual Report.
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