CORPORATE GOVERNANCE COMMITTEE

The Corporate Governance Committee of the Capital & Credit Financial Group makes recommendations regarding the effectiveness of the system of corporate governance, including Board programmes, mandates of Board Committees, size and composition of the Board, reporting of Board Committees in terms of frequency and content, communication between Management and the Board. Its primary responsibilities are:
 

• Assessing the performance of the Board and its Committees; monitoring Directors performance and compensation with periodic analytical assistance from independent consultants;
   

• Identifying and recommending to the Board, candidates for nomination as Directors (in consultation with outside consultants, where necessary)
   

• Reviewing shareholder proposals and recommending to the Board the response to such proposals;
   

• Reviewing annually the credentials of Directors