SECTION 3: NOMINATION AND APPOINTMENT PROCESS

64 | Nominating Committee Guide S/N Question Section Reference Other Reference 3A-6 What are the sources that the NC can tap on to identify candidates for directors? 3.6.4 3A-7 What should the NC consider in determining the appropriate profile of a candidate for directorship? 3.6.3 3.6.7 3A-8 Is there a limit on the number of Boards a director is allowed to serve on? 3.6.8 3A-9 Can a retired CEO or a founding shareholder who is no longer part of management, be appointed a member of the Board? If so, and since he is no longer involved in the management of the company, can he be deemed an ID? 3.6.9 3A-10 What criteria should the NC consider when selecting external advisers to source and identify director candidates? Where an external adviser is involved, is there a need to disclose this fact? 3.7.2 3.7.4 3A-11 In using third party search firms, how can the confidentiality of candidates and their information be maintained? 3.7.3 3A-12 Who has the authority to appoint new directors, and what is the appointment process for new directors? 3.8.1 3.8.2 3.8.3 3A-13 What is the role of the NC in appointing Board Committees? 3.8.6