Purpose:

• Recommends to the Board on all new Board appointments and directors who are retiring by rotation, for re-election
• Responsible for the principles of governance, social ethics and codes of best practice
• Responsible for inducting incoming directors
• Responsible for facilitating the performance evaluation of the Board and its committees
• Responsible for development of directors on matters relevant to the business of the Group regarding risks, applicable laws, accounting standards and policies, and the environment in which the Group is operating
• Conducts annual directors’ independence assessment

Quorum:

Minimum of three members and majority required for a quorum.

Frequency of meeting:

Meets at least once a year.