Nomination & Remuneration Policy
Framework for the appointment, evaluation and remuneration of directors, KMP and senior management, framed under Section 178 of the Companies Act 2013.
Objectives
To attract, retain and motivate qualified executive and non-executive talent; to ensure that the remuneration framework is performance-linked and reflects the level of responsibility undertaken; and to maintain a balanced board with independence and diversity.
Composition
The Nomination & Remuneration Committee comprises three or more non-executive directors, of whom not less than one-half are independent directors. The Chairperson is an independent director and may not chair more than two such committees across listed entities.
Director appointment criteria
Candidates are evaluated on professional integrity, expertise, independence, board composition complementarity and the time commitment the role demands. Independence is tested per Section 149(6) of the Companies Act 2013.
Remuneration framework
Executive remuneration combines fixed pay, variable pay (linked to individual and company performance), retiral benefits and any approved long-term incentive instruments. Non-executive directors receive sitting fees and, where approved, a commission within the limits of Section 197 of the Companies Act 2013.
About this policy