Committees

The Board has three principal committees with the objective of assisting the Board to efficiently fulfill its responsibilities as provided under the Companies Act 2001, the Code of Corporate Governance and the Gamma Charter. These three committees are the Audit & Risk Committee, the Corporate Governance Committee and the Technical Committee. The Audit & Risk Committee also fulfills the functions of a Risk Committee, while the Corporate Governance Committee fulfills the functions of Remuneration Committee and Nomination Committee.

Audit & Risk Committee

The Audit & Risk Committee (“ARC”) assists the Board for reporting financial information, for appropriate application and amendment of accounting policies, for the identification and management of risk, for the implementation of internal control systems and for internal audit, statutory and regulatory compliance of the Company. The Committee provides a forum for effective communication between the Board and the external and internal auditors. The Audit & Risk Committee holds quarterly meetings to examine the quarterly financial statements and the audited financial statements, as well as reports from the auditors.

Corporate Governance Committee

The Corporate Governance Committee acts as a mechanism for making recommendations to the Board on all corporate governance matters relevant to the Company to ensure that the Board remains effective and complies with the Code of Corporate Governance ( the “Code”) and prevailing corporate governance principles.
The Committee is also responsible for remuneration and nomination matters. The remuneration philosophy is geared towards rewarding efforts and merits for individual and joint contribution to the Company’s results, whilst having also due regards to market conditions, the interest of the shareholders and to the financial well-being of the Company.

Technical Committee

The Technical Committee is a committee set up to ensure that Management is functioning within the strategy and budget as approved by the Board of Directors. In no event shall the Technical Committee have authority over or substitute itself for the Board. The Technical Committee consists of representatives of the Board and of Management, and it holds monthly meetings.