Matrix Holdings Limited (the “Company”) has introduced updated terms of reference for its Nomination Committee. These terms outline the Nomination Committee’s authority to identify, select, and recommend candidates for appointment, removal, and succession planning of directors, while also defining the Company’s board diversity approach and overseeing evaluations of board effectiveness.
Under the updated structure, the Nomination Committee will consist of a majority of independent non-executive directors, with at least three members, including one member of a different gender. The chair of the committee will be the chairman of the board or an independent non-executive director. At least one meeting will be held each year, with minutes kept to document decisions and recommendations.
Duties of the Nomination Committee include reviewing the board’s structure, size, and composition on an annual basis, maintaining a board skills matrix, and evaluating board members’ independence and performance. The committee is empowered to seek independent professional advice when necessary and is expected to ensure that the board’s Nomination Policy and Board Diversity Policy remain up to date. The updated terms clarify that sufficient resources must be made available to the committee to fulfill its responsibilities, and full reporting to the board will follow its deliberations and findings.