Board Committees
BOARD COMMITTEES
Number of Members, Functions and Responsibilities
| Committee | No. of Members | Committee Charter | Functions | Key Responsibilities | Power | ||
| Executive Director
(ED) |
Non-executive Director (NED) |
Independent Director (ID) |
|||||
| Executive | 6 | 0 |
0 |
Develop a transparent business and organizational management system |
Oversees the implementation of policies and corporate matters | Perform oversight management functions and decisions d for board | Management of overall system of operation for CPGI and subsidiaries |
| Audit | 2 | 0 | 2 | Develop a transparent financial management system | Check all financial reports against its compliance; monitors external audit | Performs oversight financial management functions | Pre-approve all audit plans and scope of work |
| Nomination
Remuneration and Compensation |
2 | 1 |
2 |
Determine personnel that can act as guides to the company’s future undertakings. | Pre-screen and shortlist candidates | Define role duties and responsibilities | Decide if candidates possess the right qualifications |
| Compensate competent personnel adequately for retention | Establish procedures to develop policy on executive remuneration | Provide oversight over remuneration of senior management and other key personnel | Designate amount of remuneration to attract and retain the right individuals | ||||
|
Risk Management |
3 | 0 |
2 |
Safeguard the company from potentional and adherent risks | Establish procedures to safeguard management from exposed risks and prevention of potential risks | Provides oversight on risk management | To implement procedures and resolutions for addressing risks |
| Related Party Transactions Committee | 2 | 0 |
2 |
Ensure that every Related Party Transaction is conducted in a manner that will protect the Company and its stakeholders from conflict of interest which may arise between the Company and its Related Parties;
|
Ensure that every Related Party Transaction is at arms’s length, the terms are fair, and they will inure to the best interest of the Company, its stakeholders, subsidiaries and affiliates | Proper review, evaluation, approval, ratification, disclosure and implementation of transactions between the Company and any of its Related Party/ies as required in compliance with legal and regulatory requirements
|
Review, evaluate and approve Related Party Transaction pursuant to the Policies and in compliance with legal and regulatory requirements |