The Board of Directors of Luk Fook Holdings (International) Limited established a Remuneration Committee at a meeting on 7 April 2005. According to updated terms issued in November 2025, the Committee’s core structure and responsibilities have been reaffirmed to ensure a formal and transparent approach to directors’ and senior management’s remuneration.
Under the revised guidelines, the Committee must consist of at least three members, chaired by an Independent Non-executive Director and containing a majority of Independent Non-executive Directors. Meetings are required at least once a year, and a quorum of two members (both of whom must be Independent Non-executive Directors) is stipulated. The Company Secretary acts as the secretary, although alternative secretaries with relevant qualifications may also be appointed when necessary.
The Committee is tasked with making recommendations to the Board on remuneration policies for directors and senior management, ensuring these policies provide fair incentives aligned with the Company’s objectives. Its duties encompass reviewing and approving overall pay structures and packages, compensation arrangements tied to termination, and matters related to dismissal for misconduct. In addition, the Committee oversees any performance-based pay schemes and monitors annual remuneration trends across the Company or the group.
All relevant updates reinforce the principle that no individual director should be involved in deciding their own compensation, and the Committee retains the authority to obtain independent professional advice when needed. The revised Terms of Reference are publicly available on the Company’s website and can be requested in print at no charge.
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