Appointments and Remuneration Committee
Members: E. Mafeni (Chairperson), H. Anadkat, J. Biziwick
TNM’s Appointments and Remuneration Committee determines and agrees with the Board, the framework or broad policy for the remuneration of the Managing Director, Chairman, the non-executive Directors, the Company Secretary and other members of the executive management. The committee meets at least twice a year, and is made up of at least three members whose appointments are for a period of up to three years. If the committee member remains independent, their term can be extended for two further three-year periods.
The committee chairman (who cannot be TNM Board Chairman) is required to be an independent non-executive Director. No Director or manager can be involved in any decisions as to their own remuneration, and the remuneration of non-executive Directors is a matter for the Chairman and the executive members of the Board.
Finance and Procurement Committee
Members: G. Randall (Chairman), E. Mafeni, D. Lungu
The Finance and Procurement Committee is a three-person committee of the Board, directly responsible for discharging the Board’s responsibilities as they relate to finance decisions, procurement, internal procurement practices, controls and codes of procurement practice.
The committee meets at least four times a year and its role does not replace or replicate established management responsibilities and delegations of the Board. The committee reviews, develops and implements finance and procurement objectives annually and monitors standing contracts, loan covenants, borrowing requirements and procurement policies.
Members of the Finance and Procurement Committee are required to declare any interests that could constitute a real, potential or apparent conflict of interest with respect to participation on the committee.