HC-5.2 HC-5.2 Remuneration Committee
HC-5.2.1
The board must establish a remuneration committee of at least three directors which must:
(a) Review the company'sremuneration policies for the board of directors and senior management (holdingcontrolled functions ), which must be approved by the shareholders and be consistent with the corporate values and strategy of the company;(b) Make recommendations regardingremuneration policies and amounts for specific persons to the whole board, taking account of totalremuneration including salaries, fees, expenses and employee benefits; and(c) Recommend board member remuneration based on their attendance and performance.Amended: January 2012
July 2011HC-5.2.2
Prior to any vote by the shareholders, the chairman of the board should ensure that full disclosure of all material facts has been made to the shareholders.
July 2011HC-5.2.3
The committee may be merged with the nominating committee.
July 2011