SECTION 2: CONTENTS OF THE CG GUIDES

Section 2: Contents of the CG Guides | 19 2.6 TOC of the RC Guide RC Guide SECTION 1: RC COMPOSITION 1.1 Introduction 1.2 Structure and Authority 1.3 Terms of Reference 1.4 Management Level Oversight 1.5 Independence and Objectivity 1.6 Role of NC in RC Appointments 1.7 Selection of RC Members 1.8 Selection of RC Chairman 1.9 Tenure of RC Members SECTION 2: RC AGENDA 2.1 Introduction 2.2 RC Calendar 2.3 Meeting Agenda 2.4 Conduct of Meeting 2.5 Training SECTION 3: NON-EXECUTIVE DIRECTOR FEES 3.1 Introduction 3.2 Non-Executive Director Fee Philosophy 3.3 Non-Executive Director Fee Components 3.4 Use of Equity 3.5 Determining Non-Executive Director Fees SECTION 4: EXECUTIVE REMUNERATION 4.1 Introduction 4.2 Executive Remuneration Philosophy 4.3 Executive Remuneration Components 4.4 Executive Remuneration Levels 4.5 Performance Measures 4.6 Performance Targets 4.7 Remuneration and Risk Alignment 4.8 Executive Remuneration Administration 4.9 Communication to Executives SECTION 5: EQUITY-BASED REMUNERATION 5.1 Introduction 5.2 Role of Equity Plans 5.3 Types of Equity Plans 5.4 Plan Design 5.5 Plan Costs 5.6 Regulatory Environment 5.7 Administration 5.8 Communication and Ownership Provisions SECTION 6: TALENT MANAGEMENT 6.1 Introduction 6.2 Talent Management Philosophy 6.3 Talent Management Framework 6.4 Leadership Assessment and Selection 6.5 Talent Development 6.6 Talent Retention 6.7 Succession Planning SECTION 7: STAKEHOLDER ENGAGEMENT 7.1 Introduction 7.2 Role of the Board 7.3 Interaction with Other Board Committees 7.4 Engagement with Management 7.5 Regulatory Compliance 7.6 Communication with Shareholders 7.7 Communication with Employees 7.8 Independent Advisers and Consultants 7.9 Role of Shareholder Advisers SECTION 8: DISCLOSURE REQUIREMENTS 8.1 Introduction 8.1 Disclosure Requirements