EASYKNIT INT'L has released an updated version of its Remuneration Committee Terms of Reference (revised as of March 2026), detailing a strengthened governance framework for director and senior-management pay.

The document formally sets out the Committee’s mandate to “develop and administer a fair and transparent procedure” for determining remuneration policies, incentive schemes and service-contract terms. Key highlights are as follows:

1. Committee Composition • Minimum size: three members. • Independence requirement: a majority must be independent non-executive directors (INEDs). • Leadership: the Committee Chair must be an INED, appointed by the board. • Administrative support: the company secretary (or delegate) will act as Committee secretary.

2. Authority and Resources • Full access to company information and employees when conducting reviews. • Power to engage external advisers and approve related fees, which are borne by the company. • Assurance of “sufficient resources” from the board to execute duties effectively.

3. Core Responsibilities • Recommend overall remuneration policy and structure for directors and senior management. • Review and determine individual packages for executive directors and senior executives, covering salary, benefits-in-kind, pension rights and termination compensation. • Advise on remuneration of non-executive directors. • Ensure exit and dismissal compensations align with contractual terms and remain “fair and not excessive.” • Oversee any share-based incentive schemes under Hong Kong Listing Rule Chapter 17. • Safeguard against conflicts by excluding directors from decisions on their own pay.

4. Meeting Protocols • Frequency: at least one meeting per year, with additional sessions as required. • Quorum: any two members. • Resolutions: passed by majority vote; unanimous written resolutions accepted. • Minutes: draft minutes circulated promptly and final versions signed by the Chair. • Reporting: outcomes reported to the board, subject to legal or regulatory constraints.

5. Disclosure and Updates The terms will be available on both the Hong Kong Stock Exchange and company websites and will be revised “as and when necessary” to reflect regulatory changes.

By formalising these provisions, EASYKNIT INT'L seeks to reinforce board independence, enhance shareholder transparency and align remuneration practices with prevailing governance standards.