Major Holdings Limited has released updated Terms of Reference for its Nomination Committee, originally adopted on 30 December 2013 and amended on 26 February 2026. The document outlines membership requirements, meeting procedures, and the responsibilities and powers of the committee.
The new provisions stipulate that the committee must include at least one director of a different gender, while the majority of members must be independent non-executive directors. A chairman, appointed by the board of directors, is required to be either the board chairman or an independent non-executive director. Meeting frequency is set to at least once per year, and a quorum requires two members, one of whom must be an independent non-executive director.
Responsibilities detailed in the document focus on reviewing board structure and diversity, identifying and vetting qualified candidates for directorship, and assessing the independence of independent non-executive directors. The committee is also tasked with formulating and reviewing a board diversity policy, monitoring its implementation, and reporting on progress in the company’s annual report. The company secretary, or a qualified individual, will act as secretary for all committee meetings, ensuring meeting minutes are recorded and made available for inspection as needed.
The updated Terms of Reference emphasize transparent governance and diversity-driven criteria for board appointments, with the Nomination Committee required to report its actions and decisions regularly to the board.