SECTION 7: SUCCESSION PLANNING

Section 7: Succession Planning | 199 Regardless of whether it is long-term or contingency succession planning, the Board and the NC should be proactively involved in the process which should be both comprehensive and ongoing. 7.1.4 The NC should disclose key features of the company’s succession planning policy and plans to all stakeholders (excluding candidate names and other sensitive information which should only be released on a need-to-know basis) so that investors are able to link the composition of the Board and senior management to the company’s specific circumstances, strategy and business characteristics. This ensures that the process is transparent, while strengthening investor confidence in the Board, and maintaining employee morale. 7.1.5 This section describes the requirements for the positions of, and the succession planning practices for the Board Chairman, directors, CEO and senior management. 7.2 Succession Planning for Board Chairman 7.2.1 The Board Chairman plays an important role and has a significant impact on Board performance. Not only does the Board Chairman have considerable influence over the Board and management, he also helps set the tone and culture of the Board and management. The responsibilities of a Board Chairman may include: • Leading the Board in a strategic, effective and decisive way. • Setting the agenda and ensuring (with the assistance of the company secretary) that adequate time is available to discuss all agenda items, in particular, strategic issues. • Promoting a culture of openness and debate within the Board. • Ensuring (with the assistance of the company secretary) that the directors receive complete, adequate and timely information. 7A-2 7B-1 7A-3