nominations committee
The main purpose of the nominations committee is to assist the board in ensuring that appointments of directors and board committees are made in terms of formal and transparent procedures and to ensure that sufficient consideration is given to the succession of the Chairman, non-executive directors, Chief executive officer and senior executives.
Members: Buddy Hawton (Chairman), Brian Frost, Nigel Colne, Mike Leeming and Chris Nissen (five independent non-executive directors). The Chief executive officer attends the meetings by invitation and the Chief operating officer: Support services attends when required.
The committee’s terms of reference include the following key responsibilities:
- review and make recommendations to the board on the structure, size and composition of the board and its committees;
- identify and nominate candidates to the board in respect of board vacancies;
- ensure succession and continuity plans are in place for the Chairman, the Chief executive officer and senior executives;
- review the performance of the Chief executive officer and senior executives;
- assist the board in evaluating the effectiveness of the board committees; and
- assess and recommend, for re-election, directors who retire in terms of the company’s articles of association.
The committee meets four times during the year and the Chairman reports to the board on the activities of the committee.
The Chairman, in conjunction with the nominations committee, assesses the performance of the Chief operating officer. The Chairman and the Chief executive officer, together with the nominations committee, assess the performance of the other executive directors. Currently the performance of the Chairman is reviewed annually by the board.