CORPORATE
GOVERNANCE
33
GDS Global Limited Annual Report 2015
Guideline 9.3 of the Code recommends that companies disclose the name and remuneration of at least
the top five key management personnel (who are not Directors or the CEO) in bands of S$250,000.
As best practice, companies are encouraged to fully disclose the remuneration of the said top five
key management personnel. In addition, companies should also disclose the aggregate of the total
remuneration paid or payable to the top five key management personnel (who are not Directors or the
CEO).
The Board is of the opinion that it is not in the best interest of the Company to disclose the exact details
of their remuneration due to the competitiveness of the industry for key talent. As such, the Board has
deviated from complying with the above recommendation. The Board only partially complies with the
above recommendation by providing below a breakdown showing the level and mix of remuneration
of each of the top five key management personnel (who are not Directors or the CEO) in bands of
S$250,000 for FY2015:
Remuneration Band and Name of Executive
Salary Bonus Other
Benefits Total
% % % %
Up to S$250,000
Ms Gina Lee
85
15
–
100
Ms Karen Lim
85
15
–
100
Ms Lee Li Huang
83
17
–
100
Mr Leow Chyan
86
14
–
100
Ms Angela Lin
73
27
–
100
S$
Aggregate of the total remuneration paid or payable to the top five key management
personnel (who are not Directors or the CEO)
773,575
There is no employee who is an immediate family member of a Director or the CEO and whose
remuneration exceeded S$50,000 in FY2015.
Further information on the Directors and key management personnel is on pages 16 to 19 of this Annual
Report.
ACCOUNTABILITY AND AUDIT
Principle 10: Accountability
The Board is accountable to shareholders and ensures that all material information is fully disclosed
in a timely manner to shareholders in compliance with statutory and regulatory requirements. The
Board strives to provide its shareholders a balanced and understandable assessment of the Group’s
performance, position and prospects.
The Board takes steps to ensure compliance with legislative and regulatory requirements, including
requirements under the Listing Manual, where appropriate. The Independent Directors in consultation
with management will request for management’s consideration for the establishment of written policies
for any particular matter that is deemed to be essential to form part of management control.
Management provides appropriately detailed management accounts of the Group’s performance on a
half-yearly basis to the Board to enable the Board to make a balanced and informed assessment of the
Group’s performance, position and prospects. As and when circumstances arise, the Board can request
management to provide any necessary explanation and/or information on the management accounts of
the Group.
