In view of its size the Issuer has taken the view that whilst it considers the role and function of each of the remuneration committee and the nomination committee as important, it would be more efficient for these committees to be merged into one committee (“RemNom Committee”) that would serve a dual role.
The RemNom Committee is composed of Ms. Suzanne Stafrace (Chairperson), Mr. Etienne Sciberras and Mr. Albert Frendo. In its function as remuneration committee the Committee is charged with the oversight of the remuneration policies implemented by the Company with respect to its management and employees. Its objectives are those of deciding a remuneration policy aimed to attract, retain and motivate directors, whether executive or non-executive, as well as senior management with the right qualities and skills for the benefit of the Issuer. It is responsible for making proposals to the Board on the individual remuneration packages of directors and senior management and is entrusted with monitoring the level and structure of remuneration of the non-executive directors.
In its function as nomination committee, the committee’s task is to propose to the Board candidates for the position of director, including persons considered to be independent in terms of the Capital Markets Rules, whilst also taking into account any recommendation from shareholders. It is to periodically assess the structure, size, composition and performance of the Board and make recommendations to the Board regarding any changes, as well as consider issues related to succession planning. It is also entrusted with reviewing the policy the Board’s policy for selection and appointment of senior management.
The Supervisory Committee is made up of Mr. Albert Frendo (Chairman), Ms. Marzena Formosa and Mr. Edwin Borg. The Board delegates specified authority to and accountability for the Company to this Committee. The Supervisory Committee is responsible to supervise the processes of leasing and award of contracts. The Supervisory Committee also supervises the management of the Company to ensure the attainment of its strategy and objectives, by monitoring the execution of policy matters delegated by the Board.