Primary Function
The Board Committee - Remuneration and Structure is a sub-committee of the Board of Directors. Directors serving as members of this board committee have the same rights and duties as the Board of Directors.
The main role of this board committee is to assist the board in deciding on the salary and employment conditions of our executive and senior management. They also review the organisational structure of the corporation.
Committee Structure
The Board Committee - Remuneration and Structure will:
- Be made up of a minimum of two non-executive directors, with a minimum of at least two non-executive directors who must attend each meeting;
- Meet at least four times a year or more often if needed;
- Exercise the authority of the Board of Directors to get all relevant information from management; and
- Invite members of management or others to attend meetings when needed.
Responsibilities of the Committee
In meeting its responsibilities, the Board Committee - Remuneration and Structure will:
- Advise the board on employment and payment strategies for TransGrid’s Executive and Senior Management;
- Advise the board on organisational structure and succession arrangements for TransGrid’s Executive Management;
- Determine employment contract and payment arrangements for the managing director;
- Advise the board on the renewal or extension of the employment contract for the managing director;
- Determine payment arrangements for general managers;
- Consider arrangements for payments of directors annually by following the advice on payment from the shareholding ministers;
- Review the chair of the committee once a year;
- Review the effectiveness of TransGrid’s employment procedures and guidelines for senior contract officers. This is done once a year;
- Advise the board on guidelines for the annual salary review of senior contract officers;
- Oversee that legislative requirements for the disclosure of executive payment and review of executive performance in our Annual Report are complied with;
- Prepare a report to the board summarising the work performed by the board committee at their last meeting; and
- Review the Charter of the Board Committee – Remuneration and Structure once a year.