Public Financial Holdings Limited released comprehensive Terms of Reference setting out the structure and operations of its Nomination and Remuneration Committee. The guidelines outline fundamental objectives, including periodic reviews of the Board’s composition and skill levels, identification of suitable candidates for Board, Chief Executive, and Senior Management positions, as well as formulating nomination and succession plans. The Committee must also assess the efficiency of the Board, Board Committees, and management through annual self-evaluations.
The Committee is composed of Non-Executive Directors with a majority of Independent Non-Executive Directors and is chaired by an Independent Non-Executive Director. It possesses authority to investigate activities within its remit, seek information from employees, and obtain external professional advice when necessary. Meetings are held at least once a year, and full meeting minutes documenting decisions must be prepared and made available to the Board.
The Terms of Reference detail responsibilities that include maintaining a board skills matrix, ensuring proper policies for director nominations and workforce diversity, and developing mechanisms for board-independent views. The Committee also oversees remuneration practices, ensuring consistency with the company’s strategic objectives and corporate values. Remuneration matters span policy reviews, performance evaluations for key executives, and recommendations on compensation arrangements, with strict measures in place to prevent conflicts of interest. The document is dated September 2025.
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