1.0

Membership

  • The Nominations Committee will comprise all the Non-Executive Directors. The Chairman of the Board will chair the Nominations Committee.
  • A Quorum will be three Non-Executive Directors.
  • The Chief Executive will normally attend the meeting.
  • The Director of Business Services will be Secretary to the Nominations Committee.

2.0

Remit

  • The Nominations Committee works with the Shareholder Executive for appointments of permanent or interim positions of:
  • The Nominations Committee has responsibility for the appointment of remaining Executive Directors.

3.0

Appointments Process

The recruitment of the various roles will be conducted in the following manner:

  • Chairman:  the Chairman will be appointed by the Minister on advice from HM Treasury and the Shareholder Executive.  The appointment panel will be comprised of HM Treasury and the Shareholder Executive, and the process will be run in consultation with the Chief Executive and the Nominations Committee.
  • Chief Executive:  the Chief Executive’s appointment will be approved by the Minister.  The appointment panel will be comprised of the Chairman, HM Treasury and the Shareholder Executive, and the process will be run in consultation with the Nominations Committee.
  • Other Board members:  the appointment process will be run by the Nominations Committee in consultation with the Shareholder Executive, and appointments will be made with the consent of the Shareholder Executive.
  • Shareholder Executive Director:  HM Treasury will appoint the Shareholder Executive Director as a Non-Executive Director of the Company.  The Shareholder Executive Director may be a member of the Board committees.
  • Non Board Executive Directors:  the appointment process will be run by the Chief Executive and be overseen by the Nominations Committee.  The final selection panel will be made up of the 2 most appropriate Non-Executive Directors and the Director, Shareholder Executive, as appropriate.

4.0

Functions

Accordingly, the functions of the Nominations Committee will be to:

  • carry out the roles in respect of recruitment of the board members and Executive team, as outlined in the process above;
  • determine the remuneration package to be offered in line with the Remuneration Committee recommendations and the governance remuneration document;
  • ensure all recruitment follows the appropriate best practice.