Performance Evaluation Process
The Nomination & Governance Committee and the Remuneration Committee of the Board each have responsibilities relating to the review and monitoring of the performance of the Board, the Chairman, the Deputy Chairman, the Managing Director and other individual members of the Board, and for establishing key performance indicators against which the performance of the Chairman and Managing Director can be evaluated.
The Nomination & Governance Committee informs the Board of the names of Directors who are retiring in accordance with the provisions of the Constitution of the Company and makes recommendations to the Board as to whether it should support the re-nomination of such retiring Directors. In order to make such recommendations, that Committee first reviews the retiring Director's performance during the period in which the Director has been a member of the Board.
The Nomination & Governance Committee also reviews the membership and performance of the various committees established by the Board and makes recommendations to the Board in that regard. A member of the Committee will not participate in the review of their own performance and must not be present for discussions at a Committee meeting on, or vote on a matter regarding, his or her election, re-election or removal.
The Nomination & Governance Committee is also responsible for establishing and facilitating an induction programme for new Directors and making available to them sufficient information and advice to allow them to participate fully and actively in board decision-making at the earliest opportunity.
The Board and its Committees may seek advice from independent experts whenever it is considered appropriate. Individual Directors, with the consent of the Chairman, may seek independent professional advice on any matter connected with the discharge of their responsibilities, at the Group’s expense.