No. 4/2018 Ptmuc ENTITIES CoRPORATE GoVERNANCE Cap.10:31 the chief executive officer, the company secretary, head of internal audit and its service providers. 173. Individual and collective evaluation of board members should aim to determine whether each director continues to contribute effectively and demonstrate commitment to the company, its shareholders and other stakeholders. 174. The chairperson should regularly review the performatKe of individual directors and, where necessary, agree with each one of them on their training and developmental needs. Recommendations 175. The Board, through its nomination conunittee, should establish fair and transparent standards and procedures for the assessment of its performance and etlectiveness. 176. The annual repott of the company must reflect the results of the evaluation of the Board and its committees. 177. As part of assessing its etiectiveness the Board should, through its nomination committee, regularly review the required mix of skills and experience in its composition and other factors, such as its diversity. 178. The evaluation of individual directors should(a) take into account their contribution to the Board as measured against their duties; (b) be led by the chairperson, through the nominations conunittee, or by an independent service provider; and (c) be catTied out on notice to them advising that they will be individually assessed and of the criteria and procedures to be used during the assessment. 179. The evaluation of the chairperson of the Board requires that(a) an independent non-executive director of the Board or a senior independent non-executive director or independent service provider should be appointed by the Board to lead the process; and (b) the chairperson should not be present when his or her performance is discussed by the Board. 180. The evaluation of the chief executive office and other executive directors should be(a) can-ied out at least once a year by the chairperson of the Board or by the nomination committee; (b) an evaluation of their performance as both directors and executives of the company; (c) a guide to the remuneration conunittee in detemuning their remuneration. 181. The evaluation of the Board and its members requires that(a) data for their performance assessment and appraisal should, among other things, come through questionnaires prepared by an outside service provider known for its competence, experience and skill; (b) data should be collected through self-review and peer review procedures under the supervision of the company secretary; (c) the analysis of the data and findings thereon should be done by a neutral service provider. 132

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