49. The majority of Nomination Committee members – or Appointments and remuneration Committee
members as the case may be – should be independent Directors.
See section: C.2.1
50. The Nomination Committee should have the following functions in addition to those stated in
earlier Recommendations:
a) Evaluate the balance of skills, knowledge and experience on the board, define the roles and capa-
bilities required of the candidates to fill each vacancy, and decide the time and dedication necessary
for them to properly perform their duties.
b) Examine or organise, in appropriate form, the succession of the Chairman and chief executive,
making recommendations to the board so the handover proceeds in a planned and orderly manner.
c) Report on the senior officer appointments and removals which the chief executive proposes to the
board.
d) Report to the board on the gender diversity issues discussed in Recommendation 14 of this Code.
See section: C.2.4
Partially complies
Complies
Explain
Not applicable
51.The Nomination Committee should consult with the company’s Chairman and chief executive,
especially onmatters relating to executive Directors.
Any board member may suggest Directorship candidates to the Nomination Committee for its
consideration.
Partially complies
Complies
Explain
Not applicable
53. The Remuneration Committee should consult with the Chairman and chief executive, especially on
matters relating to executive Directors and senior officers.
52. The Remuneration Committee should have the following functions in addition to those stated in
earlier Recommendations:
a) Make proposals to the Board of Directors regarding:
i. The remuneration policy for Directors and senior officers;
ii. The individual remuneration and other contractual conditions of executive Directors;
iii. The standard conditions for senior officer employment contracts.
b) Oversee compliance with the remuneration policy set by the company.
See section: C.2.4
Partially complies
Complies
Explain
Not applicable
Complies
Explain
Not applicable
Partially complies
Complies
Explain
228
Annual Corporate Governance Report
Annual
Report 2013
BME
1...,218,219,220,221,222,223,224,225,226,227 229,230,231,232,233,234,235,236