The Nominations Committee’s functions include assisting the Board with making recommendations on the composition of the Board with respect to race, gender and the balance between executive, non-executive and independent non-executive members appointed to the Board, as well as acknowledging the specialist or industry-specific skills required by the Group. The Nomination Committee assists the Board in identifying and nominating candidates and formulating succession plans for the approval of the Board for the appointment of new executive and non-executive Directors, including the Chairperson and CEO. The Committee recommends Directors who are retiring by rotation, for re-election.
The Committee is responsible for monitoring the principles of governance and code of best practice in respect of Board composition, structure and process and ensuring that the Board has the appropriate composition to execute its duties effectively. They ensure that the induction and on-going training and development of Directors take place.
The Committee assists the Board to ensure that the achievement of the competitive strategies, operating plans and financial objectives of the Group are supported by appropriate executive recruitment, succession and compensation strategies which take account of:
- each Group company’s stage in its life cycle and the executive capabilities appropriate for that stage;
- the present and future posts which need to be filled to mitigate risk;
- the availability of individuals to fill such posts;
- the cost and composition of remuneration packages paid to individuals holding comparable positions in the retail and wholesale industry or other industries as appropriate;
- the Company’s policies regarding the various components and mix of compensation, incentivisation and wealth creation;
- the cost of executive compensation to the company relative to short, medium and long term performance;
- the time required to recruit, induct, inculcate and train individuals to be fully effective in new positions; and
- the total compensation programme is designed with full consideration of all accounting, tax and regulatory requirements and shall be of the highest quality.