Annual Report 2019

102 Transport International Holdings Limited 2019 Annual Report Corporate Governance Report Nomination Committee The Board has appointed the Nomination Committee to identify suitable candidates of a high calibre and with sufficient experience for its consideration, taking into account the Board Diversity Policy. The Nomination Committee ensures that the appointment of Directors undergoes formal, stringent and transparent procedures. The majority of members of the Nomination Committee, including its chairman, are Independent Non-executive Directors of the Company. The principal terms of reference of the Nomination Committee include: Formulating nomination policy for consideration by the Board and implementing the nomination policy established by the Board; Identifying and nominating for the approval of the Board appropriately qualified candidates for appointment as Directors; Making recommendations to the Board for the appointment or re-appointment of Directors and making recommendations regarding succession planning for Directors, in particular, the Chairman and the Managing Director; Reviewing and monitoring the structure, size and composition (including evaluating the balance and blend of skills, knowledge, professional experience, gender, age, cultural and educational background and length of service) of the Board and making recommendations to the Board regarding any proposed changes; and Evaluating the independence of Independent Non- executive Directors. In 2019, the Nomination Committee also performed the following tasks: Recommended the re-election of retiring Directors; Evaluated all Independent Non-executive Directors’ confirmations of independence; Reviewed and confirmed the structure, size and composition of the Board; Reviewed the Board Diversity Policy; and Endorsed the Nomination Policy for adoption by the Board. In 2019, the Nomination Committee formalised its current practices on nomination and set out the same into a nomination policy for Board adoption, providing shareholders with transparency on our nomination process. This policy can be found on the Company’s website.