Remuneration and Nomination Committee

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Remuneration and Nomination Committee

 COMMITTEE WORKING PRINCIPLES

  • The Committee convenes regarding remuneration matters at least twice a year, or as frequently as necessary for optimal work effectiveness.
  • The Committee Chairman or Committee members may convene an extraordinary meeting at the recommendation of the Chairman of the Board of Directors.
  • The Committee informs the Board of Directors about its activities at least once a year.
  • The Committee puts all its work in writing and keeps records. The Committee also provides the Board of Directors with reports detailing its work and meeting outcomes.
  • Committee decisions are made by unanimous agreement. If unanimity cannot be reached, the decision of the Board of Directors prevails.
  • Committee decisions serve as advisories, with the ultimate decision-making authority resting with the Board of Directors.
  • Tasks such as coordinating matters for the Committee's consideration, monitoring the execution of decisions, and preparing and reporting meeting minutes are carried out by the Human Resources and Process Management Manager in their role as the minutes manager.
  • Meeting notices and agendas are communicated to participants by the Board Secretary, in coordination with the Minutes Officer, at least 3 days before the meeting.
  • Agendas and meeting notes are forwarded to the Secretary of the Board of Directors and recorded on a computer.
  • Changes in the meeting calendar are notified to the Committee members by the Board Secretary at least 1 week in advance.
  • The Committee strives to enhance the diversity of the Board of Directors in aspects such as geographic representation, age, ethnicity, race, and gender.