Corporate Governance Report
3. Nomination, Compensation & HR Committee
Composition as at 31 December 2012:
Mohamed S Al Hameli (Chairman), Eissa M Al Suwaidi, Jean-Paul P Villain, Khalid D Al Suwaidi Secretary: Sonya Santolin
Composition as at 31 December 2012:
Mohamed S Al Hameli (Chairman), Eissa M Al Suwaidi, Jean-Paul P Villain, Khalid D Al Suwaidi Secretary: Sonya Santolin
Statement from the Chairman of the Nomination, Compensation & HR Committee
Fixed and variable pay rewards were designed to be performance targetbased, to align with shareholders’ interests and best practices from a governance and risk perspective, and to ensure effective recruitment, retention and development of staff. The succession plan is reviewed annually through discussions between the Board, the CEO and senior management to identify key jobs across the organisation, which if not filled in a timely fashion would put the organisation at risk, and to identify a caretaker and a minimum of one successor for each key job.
The Committee considers that it made positive progress during 2012 towards meeting its responsibilities.
Mohamed Al Hameli
Chairman of the Board’s Nomination, Compensation & HR Committee
During 2012, the Nomination, Compensation & HR Committee
met four times and considered the following matters:
- selection and nomination process of Directors;
- Directors’ remuneration and fees;
- CEO performance evaluation and remuneration;
- Bank’s remuneration policy for directors, senior management and staff;
- implementation of variable pay schemes in line with international best practice;
- compensation and variable pay recommendations;
- findings of external consultants’ review of variable pay schemes;
- selection and appointment of senior management as directors to Bank associates;
- succession planning for directors and senior management;
- staff performance evaluations;
- UAE Nationalisation strategy;
- learning and development faculties, aligned with business strategy; and
- HR policies and practices.
Fixed and variable pay rewards were designed to be performance targetbased, to align with shareholders’ interests and best practices from a governance and risk perspective, and to ensure effective recruitment, retention and development of staff. The succession plan is reviewed annually through discussions between the Board, the CEO and senior management to identify key jobs across the organisation, which if not filled in a timely fashion would put the organisation at risk, and to identify a caretaker and a minimum of one successor for each key job.
The Committee considers that it made positive progress during 2012 towards meeting its responsibilities.
Mohamed Al Hameli
Chairman of the Board’s Nomination, Compensation & HR Committee