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The Board believes that the Consolidated Entity is not of a size, nor are its financial affairs of such complexity to justify the establishment of a Nomination Committee of the Board of Directors as recommended by the Council's recommendation 2.4. Notwithstanding its reasons for not establishing a Nomination Committee, the Board resolved that it would be beneficial to adopt and implement a formal Charter that clearly sets out the Nomination Committee's role and responsibilities, composition, structure and membership requirements. All matters which might properly be dealt with by a Nomination Committee are considered at full Board of Directors meetings. The Board will meet annually to review the necessity to establish a Nomination Committee. |
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