Nomination Committee
The Nomination Committee, which comprises only nonexecutive directors, meets as needed, and as required by the JSE Listings Requirements, is chaired by the Chairman of the Board. Its current members are CB Sibisi (Chairman), N Mjoli- Mncube and SG Pretorius. PH Staude, as CEO, attends by invitation and MAC Mahlari is the secretary. The committee’s terms of reference are summarised as follows:
- Ensures that for board appointments, a rigorous, fair and open nomination and appointment process is followed, to provide a balance of appropriate skills, knowledge and experience in the boardroom and support strong corporate performance.
- Makes recommendations to the Board on the size, composition and demographics of the Board, particularly in relation to the balance between executive, non-executive and independent directors.
- Ensures that there is a diversity of experience and backgrounds, to create a cohesive and effective Board.
- Gives consideration to succession planning, and ensures that processes and plans are in place for orderly succession and for appointments to the Board and senior management.
The Nomination Committee discussed the directors who would retire by rotation at the next AGM, and recommended the reelection of these directors, namely Bahle Sibisi, Brand Pretorius and Murray Munro, to the Board and AGM. The committee also assisted the Board in assessing and making a recommendation for the appointment of Tomaz Salomão as an independent non-executive director. In making the recommendations to the Board and ultimately the AGM, the Nomination Committee considered the current skills set on the Board as a collective, the relevant experience and expertise, ensuring that the current skills set continued to increase the Board’s effectiveness. In addition to skills and experience, other diversity aspects that are taken into account are nationality, race and gender, given that the company operates in six SADC countries.
