are passed by a majority vote by the members present at the meeting. In the event of equality of votes, the chairman has the casting vote. Unless the Committee deems a matter to be of the utmost urgency, a resolution may not be passed without all members having been able to participate in the discussion of the matter. 7. Reporting to the Board of Directors 7.1 Meeting minutes must be prepared as soon as possible after all meetings and approved by the Nomination Committee members and a copy thereof sent to all members of the Board of Directors. The contents of the minutes must be of an adequate scope to provide a suitable and fair basis for decision-making by all members of the Board of Directors. If a Board meeting is held without the Board members having received the minutes of the last Nomination Committee meeting, an oral preliminary report must be gi ven by the Nomination Committee chairman or, in the chairman’s absence, by one of the other members of the Committee to provide a basis for any decisions to be made by the Board. 8. Self-evaluation 8.1 The Nomination Committee must conduct a self-evaluation on an annual basis of its general performance, resources and materials as well as the quality of the Committee’s reporting to the Board of Directors. The annual evaluation must also include an assessment of the composition, independence and competencies of th e Committee as well as any need for updating the members’ competencies. 8.2 The chairman of the Nomination Committee is in charge of the self-evaluation. The results of the self-evaluation process and any recommendations are discussed by the Nomination Committee. 9. Publication 9.1 The Nomination Committee must contribute information about the Committee on the Company’s website and in the Company’s annual report, if such information is to be included in the report. Accordingly, the Nomination Committee must provide the below informat ion for publication on the Company’s Page 6 of 7
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