The Nomination Committee assessed the Board’s diversity companies, time commitments and responsibilities and by reviewing a comparison against industry and peer group employment conditions elsewhere in the Group. companies, and the relevant experience and skillsets of the The terms of reference of the Remuneration Committee Directors. The Committee considered that: have been reviewed with reference to the CG Code and are • the ratios for the objective criteria (e.g. age, gender and posted on the Company’s website. ethnicity) amongst Board members were reasonable In order to be able to attract and retain staff with the • the Company was in a good position in terms of gender appropriate skills, experience and of suitable calibre, the diversity compared with its peers Swire group provides a competitive remuneration package • the Board shall maintain a percentage of female designed to be commensurate, overall, with those of its Directors of not less than 30% peer group. This typically comprises salary, housing, Remuneration Committee retirement benefits, leave-passages and education allowances and, after three years’ service, a discretionary Full details of the remuneration of the Directors are bonus. Although the remuneration of executives is not provided in note 9 to the financial statements. entirely linked to the profits of the Company, it is The Remuneration Committee comprises three Non- considered that these arrangements have contributed Executive Directors, S.T. Fung, T.T.K. Choi and N.A.H. considerably to the maintenance of a flexible, motivated Fenwick. Two of the Committee members are Independent and high-calibre management team within Non-Executive Directors, one of whom, S.T. Fung, is the Group. Chairman. All the members served for the whole of 2022. The Remuneration Committee reviewed the structure and The Remuneration Committee reviews and approves the levels of remuneration paid to Executive Directors at its remuneration proposals with respect to the Executive meeting in October 2022. At this meeting the Committee Directors and senior management of the Company, with considered a report prepared for it by Mercer Limited, an reference to the Company’s Remuneration Policy and the independent firm of consultants, which confirmed that the Board’s corporate goals and objectives. remuneration of the Company’s Executive Directors, as disclosed in note 9 to the financial statements, was The Remuneration Committee exercises the powers of the comparable with that paid to equivalent executives in peer Board to determine the remuneration packages of group companies. individual Executive Directors (including salaries, bonuses, No Director takes part in any discussion about his or her benefits in kind and the terms on which they participate in own remuneration. any provident fund or other retirement benefit scheme), taking into consideration salaries paid by comparable The following fee levels have been approved by the Board: 2022 2023 Fee HK$ HK$ Director’s Fee 575,000 575,000 Fee for Audit Committee Chairman 268,000 268,000 Fee for Audit Committee Member 186,000 186,000 Fee for Nomination Committee Chairman 83,000 83,000 Fee for Nomination Committee Member 60,000 60,000 Fee for Remuneration Committee Chairman 83,000 83,000 Fee for Remuneration Committee Member 60,000 60,000 101 SWIRE PROPERTIES ANNUAL REPORT 2022