Ensuring the effectiveness of the Board

The Nomination Committee is primarily responsible for Board appointments, reviewing its balance of skills, knowledge and experience, and ensuring the orderly evolution of its membership. 

Nomination Committee members

The committee comprises: 

• Vladimir Kim – Chairman
• Philip Aiken
• Simon Heale
• Lord Renwick

Roles and responsibilities

The committee's roles and responsibilities include: 

• regularly reviewing the Board's structure, size and composition (including skills, knowledge and experience) and recommending changes to the Board
• considering succession planning for Directors and other senior managers
• identifying and nominating candidates to fill Board vacancies when they arise
• preparing a description of Board roles and capabilities before appointing new members
• reviewing the Directors' current and new conflicts of interest and recommending to the Board whether it should authorise conflicts
• reviewing our executive and non-executive leadership needs, to ensure our continued ability to compete effectively in the marketplace
• reviewing the results of the Board performance evaluation process and the time commitments we require of Non-Executive Directors to fulfil their duties
• reviewing annually the committee's own performance, constitution and terms of reference to ensure it is operating at maximum effectiveness, then recommending any necessary changes for Board approval
• recommending to the Board suitable candidates for the role of Senior Independent Director, and membership of the Audit Committee, Group Health, Safety and Environment Committee, and Remuneration Committee
• recommending reappointing any Non-Executive Director when their term of office concludes, considering their performance and ability to continue contributing to the Board
• recommending the re-election, by shareholders, of any Director under the Company's Articles of Association, with due regard to their performance and ability to continue contributing to the Board.

Downloads:

• Nomination committee terms of reference.pdf (81.1 KB)