Special warnings and precautions for use

Directors’ fees

Total

$ Cash

Component

$

Shares component

$ Payable by Company:

Executive Director

Lim Ming Yan 1,134,300.00 1,593,895.31 1,559,889.83 – – 4,288,085.14

Sub-Total 1 1,134,300.00 1,593,895.31 1,559,889.83 – – 4,288,085.14

Non-Executive Directors

Ng Kee Choe – – – 525,000.00 225,000.00 750,000.00⁴

Peter Seah Lim Huat⁴ – – – 259,900.00 – 259,900.00

James Koh Cher Siang – – – 143,896.20 61,669.80 205,566.00

Arfat Pannir Selvam⁴ – – – 60,281.00 – 60,281.00

Prof Kenneth Stuart Courtis⁴ – – – 68,992.00 – 68,992.00

John Powell Morschel – – – 125,160.00 53,640.00 178,800.00

Simon Claude Israel – – – 137,620.00 58,980.00 196,600.00

Euleen Goh Yiu Kiang – – – 145,810.00 62,490.00 208,300.00

Tan Sri Amirsham Bin A Aziz – – – 159,798.80 68,485.20 228,284.00

Stephen Lee Ching Yen – – – 116,270.00 49,830.00 166,100.00

Dr Philip Nalliah Pillai⁵ – – – 78,015.00 33,435.00 111,450.00

Kee Teck Koon⁶ – – – 26,821.90 11,495.10 38,317.00

1,847,564.90 625,025.10

Sub-Total 2 – – – 2,472,590.00^3,4 2,472,590.00

Paid/Payable by Subsidiaries:

Ng Kee Choe – – – 145,838.72⁷ – 145,838.72

Lim Ming Yan – – – 90,346.78⁸ – 90,346.78

Arfat Pannir Selvam – – – 81,088.72⁷ – 81,088.72

Tan Sri Amirsham Bin A Aziz – – – 86,435.49⁷ – 86,435.49

Kee Teck Koon – – – 69,649.00⁹ – 69,649.00

473,358.71 –

Sub-Total 3 – – – 473,358.71 473,358.71

Total for Directors

of the Company 1,134,300.00 1,593,895.31 1,559,889.83 2,945,948.71 7,234,033.85

3,4 3,4

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Directors’ Remuneration Table for the Financial Year Ended 31 December 2014 (continued)

1 The amounts disclosed include bonuses earned under the Economic Value Added (“EVA”) and the other incentive plans which have been accrued for in financial year 2014. EVA bonus accrued during the year is added to the bonus account and 1/3 of the accumulated balance in the bonus account would typically be paid out annually. Any negative EVA bonus declared will result in an offset against the current EVA bonus balance.

2 For financial year 2014, contingent awards of shares under the CapitaLand Restricted Share Plan 2010 (“RSP”) and the CapitaLand Performance Share Plan 2010 (“PSP”) were granted to Mr Lim Ming Yan. The final number of shares released under the contingent awards of shares for RSP and PSP will depend on the achievement of pre-determined targets and subject to the respective vesting periods under RSP and PSP. The contingent awards of shares figures disclosed are based on the fair value of the shares comprised in the baseline awards under the RSP and PSP at the time of grant. There was no contingent award of RSP or PSP to the other Directors.

3 The Directors’ fees will only be paid upon approval by the shareholders at the forthcoming Annual General Meeting (“AGM”) of the Company.

4 If approved, the aggregate amount of Directors’ fees of S$2,472,590 will be paid as to S$1,847,564.90 in cash, and S$625,025.10 in the form of share awards under the RSP with any residual balance to be paid in cash. The remuneration framework for the non-executive Directors remains unchanged from that for the year ended 31 December 2013 except for the fees payable to the Chairman who will receive an all-inclusive fee of S$750,000. There will be no separate board retainer fee, committee fee or attendance fee for the Chairman. Directors’ fees of the non-executive Directors will be paid as to about 70% in cash and about 30% in the form of share awards under the RSP, save in the case of Mr Peter Seah Lim Huat (who is retiring from the Board at the conclusion of the AGM of the Company), and Mrs Arfat Pannir Selvam and Prof Kenneth Stuart Courtis (who have retired from the Board on 25 April 2014), who will receive all of their Directors’ fees in cash. The actual number of shares to be awarded will be based on the volume-weighted average price of a share of the Company on the SGX-ST over the 14 trading days from (and including) the ex-dividend date following the AGM of the Company. The actual number of shares to be awarded will be rounded down to the nearest share, and any residual balance settled in cash. The awards will consist of the grant of fully paid shares, with no performance conditions attached and no vesting periods imposed, although a share retention policy applies.

5 Dr Philip Nalliah Pillai was appointed as a Director of the Company on 25 April 2014.

6 Mr Kee Teck Koon was appointed as a Director of the Company on 22 September 2014.

7 These directors’ fees were paid to the directors.

8 Mr Lim Ming Yan is an employee of the Company. This director’s fee was paid to the Company.

9 $6,000 of the director’s fee was paid to the director and the remaining $63,649 will only be paid upon approval by the shareholders at the forthcoming AGM of the subsidiary.

Corporate Governance Report

Key Management Personnel’s Remuneration Table for the Financial Year Ended 31 December 2014

Total Remuneration Bands

Salary inclusive of AWS and employer’s CPF

Bonus and other benefits inclusive of

employer’s CPF Awards of shares Total Above S$4,250,000 to S$4,500,000

Lim Ming Yan 26% 37% 37% 100%

Above S$2,500,000 to S$2,750,000

Arthur Lang Tao Yih 25% 30% 45% 100%

Above S$1,750,000 to S$2,000,000

Tan Seng Chai 31% 35% 34% 100%

Above S$1,000,000 to S$1,250,000

Olivier Lim Tse Ghow³ 42% 2% 56% 100%

Above S$500,000 to S$750,000

Ng Kok Siong⁴ 35% 16% 49% 100%

Total S$10,579,915.35

1 The amounts disclosed include bonuses earned under the Economic Value Added (“EVA”) and the other incentive plans which have been accrued for in financial year 2014. EVA bonus accrued during the year is added to the bonus account and 1/3 of the accumulated balance in the bonus account would typically be paid out annually. Any negative EVA bonus declared will result in an offset against the current EVA bonus balance.

2 The share awards are based on the fair value of the shares comprised in the contingent awards under the CapitaLand Restricted Share Plan 2010 (“RSP”) and the CapitaLand Performance Share Plan 2010 (“PSP”) at the time of grant. The final number of shares released under the contingent awards of shares for RSP and PSP will depend on the achievement of pre-determined targets and subject to the respective vesting period under RSP and PSP.

3 Mr Olivier Lim Tse Ghow resigned from CapitaLand Limited on 16 September 2014.

4 Mr Ng Kok Siong was appointed as Chief Corporate Development Officer, CapitaLand Limited on 1 September 2014. The remuneration reflected in the table above is for the period from 1 September 2014 to 31 December 2014.

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