The Director Remuneration Confirmation Letter is a crucial corporate governance document used in Malaysian companies to formally document and confirm the approved compensation package for board directors. It is typically issued following board approval of director remuneration terms, either upon initial appointment or when there are significant changes to the compensation structure. The document ensures compliance with the Malaysian Companies Act 2016 and corporate governance requirements, providing clear documentation of all compensation components including fees, allowances, and benefits. This letter serves multiple purposes: it provides clarity to directors about their compensation, creates a formal record for corporate and tax purposes, and supports transparency in corporate governance practices.
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1. Letter Header: Company letterhead, date, and director's full name and address
2. Appointment Reference: Reference to the director's appointment and board resolution approving the remuneration
3. Current Role: Confirmation of current role(s) and responsibilities on the board
4. Basic Remuneration: Clear statement of basic director's fees or salary
5. Meeting Allowances: Specification of attendance fees for board and committee meetings
6. Payment Schedule: Frequency and timing of remuneration payments
7. Tax Treatment: Brief statement on tax handling and withholding requirements
8. Acknowledgment: Space for director's acknowledgment and acceptance
9. Signature Block: Company authorized signatory details and signature space
1. Additional Committee Fees: Details of additional fees for serving on specific board committees
2. Performance Bonuses: Information about any performance-based compensation components
3. Benefits-in-Kind: Description of non-monetary benefits like company car, healthcare, etc.
4. Share Options: Details of any share option or equity-based compensation schemes
5. Insurance Coverage: Information about D&O insurance or other insurance coverage
6. Expense Policy: Reference to policy on reimbursement of expenses
7. Confidentiality: Reminder of confidentiality obligations regarding compensation terms
1. Schedule A - Remuneration Breakdown: Detailed breakdown of all compensation components and their values
2. Schedule B - Meeting Fee Structure: Detailed list of meeting fees for different types of board and committee meetings
3. Schedule C - Benefits Schedule: Comprehensive list and details of all benefits-in-kind
4. Appendix 1 - Board Resolution: Copy of relevant board resolution approving the remuneration package
5. Appendix 2 - Tax Treatment Summary: Summary of applicable tax treatments for different compensation components
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