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Activities and Responsibilities for SayProRoyal-10 SayPro Royal Board Nomination and Governance Committee
| Board Composition and Recruitment |
| Board Assessment: Evaluate the current composition of the board, identifying skills, experience, and diversity gaps |
| Candidate Identification: Identify and recommend qualified candidates for board positions, considering skills, experience, and fit |
| Recruitment Strategy: Develop and implement strategies for recruiting new board members |
| Selection Process: Oversee the selection process, including interviews and evaluations of potential board members |
| Board Evaluation and Performance |
| Performance Reviews: Conduct regular performance evaluations of the board and individual directors |
| Self Assessments: Facilitate self assessments for the board and committees to identify strengths and areas for improvement |
| Feedback Collection: Gather feedback from board members and stakeholders on board performance |
| Improvement Plans: Develop and implement plans for improving board effectiveness based on evaluation results |
| Governance Policies and Practices |
| Policy Development: Develop and maintain governance policies, including bylaws, codes of conduct, and conflict of interest policies |
| Policy Review: Regularly review and update governance policies to reflect best practices and regulatory requirements |
| Compliance Oversight: Ensure compliance with governance policies and practices |
| Best Practices: Incorporate best practices in corporate governance into the organization’s policies and procedures |
| Director Orientation and Education |
| Orientation Programs: Develop and conduct orientation programs for new board members to familiarize them with the organization and their roles |
| Ongoing Education: Provide ongoing education and training opportunities for board members to enhance their knowledge and skills |
| Resource Materials: Prepare and provide resource materials on governance practices and board responsibilities |
| Succession Planning |
| Leadership Succession: Develop and oversee succession planning for key leadership positions, including the CEO and other senior executives |
| Emergency Succession: Create and maintain emergency succession plans to address unexpected vacancies |
| Talent Development: Identify and develop internal talent for potential future leadership roles |
| Board Committees and Structure |
| Committee Formation: Oversee the formation and dissolution of board committees as needed |
| Committee Charters: Develop and review charters for board committees, defining their roles, responsibilities, and authority |
| Committee Composition: Ensure that committees are composed of members with the appropriate skills and experience |
| Committee Evaluation: Assess the performance and effectiveness of board committees |
| Board Diversity and Inclusion |
| Diversity Strategy: Develop and implement strategies to enhance diversity and inclusion on the board |
| Diversity Goals: Set and monitor goals for achieving a diverse and inclusive board |
| Inclusive Practices: Promote inclusive practices in board recruitment and governance |
| Director Compensation and Benefits |
| Compensation Review: Review and recommend compensation and benefits for board members |
| Benchmarking: Benchmark director compensation against industry standards and practices |
| Incentives: Develop and manage incentive programs for directors, if applicable |
| Regulatory and Legal Compliance |
| Regulatory Updates: Stay informed about changes in laws and regulations affecting board governance |
| Compliance Monitoring: Monitor compliance with legal and regulatory requirements related to board governance |
| Legal Advising: Consult with legal advisors on governance issues and compliance matters |
| Shareholder and Stakeholder Engagement |
| Engagement Strategies: Develop strategies for engaging with shareholders and stakeholders on governance matters |
| Communication: Communicate governance practices and board activities to shareholders and stakeholders |
| Feedback Management: Manage and address feedback from shareholders and stakeholders |
| Governance Framework and Structure |
| Framework Development: Develop and maintain the governance framework for the organization |
| Structure Review: Regularly review and update the governance structure to ensure effectiveness |
| Governance Models: Evaluate and implement governance models that align with best practices and organizational needs |
| Ethics and Integrity |
| Code of Conduct: Develop and oversee the organization’s code of conduct and ethics policies |
| Ethics Training: Provide training on ethical conduct and decision making for board members and senior executives |
| Ethics Reporting: Implement systems for reporting and addressing ethical concerns and violations |
| Conflict of Interest Management |
| Policy Development: Develop policies to manage and disclose conflicts of interest |
| Disclosure Procedures: Establish procedures for board members to disclose potential conflicts of interest |
| Conflict Resolution: Address and resolve conflicts of interest as they arise |
| Annual General Meeting (AGM) Preparation |
| AGM Planning: Plan and prepare for the organization’s annual general meeting, including setting the agenda and preparing materials |
| Shareholder Proposals: Review and address shareholder proposals and resolutions for the AGM |
| Meeting Coordination: Coordinate logistics and communication for the AGM |
| Crisis Management and Board Response |
| Crisis Planning: Develop and oversee crisis management plans related to governance and board responsibilities |
| Response Coordination: Coordinate the board’s response to crises and major issues affecting the organization |
| Post Crisis Review: Conduct postcrisis reviews to evaluate the board’s response and make improvements |
| Board Meetings and Documentation |
| Meeting Schedule: Develop and maintain a schedule for board meetings and committee meetings |
| Agenda Setting: Prepare and distribute agendas for board and committee meetings |
| Documentation: Ensure accurate documentation of meeting minutes and decisions |
| Independence and Objectivity |
| Independence Policies: Develop policies to ensure the independence and objectivity of board members |
| Independence Reviews: Regularly review the independence of board members and committee members |
| Conflicts Management: Manage and address any issues related to independence and objectivity |
| Technology and Governance Tools |
| Governance Tools: Implement and manage tools and technologies to support effective governance practices |
| Digital Governance: Explore and adopt digital solutions for board meetings, documentation, and communication |
| Technology Training: Provide training on governance tools and technologies to board members |
| Board Member Recruitment and Onboarding |
| Recruitment Processes: Develop and implement processes for recruiting new board members |
| Onboarding Programs: Create and manage onboarding programs to integrate new board members effectively |
| Mentoring: Provide mentoring and support for new board members |
| Self Assessment and Continuous Improvement |
| Committee Evaluation: Regularly assess the performance and effectiveness of the Nominating and Governance Committee |
| Continuous Improvement: Identify opportunities for continuous improvement in governance practices and committee functions |
| Best Practice Adoption: Adopt best practices in governance and board management |