Nomination and Remuneration Committee:

Functions of Nomination and Remuneration Committee (NRC) as per Condition No. 6(5) of Corporate Governance Code issued by the Bangladesh Securities and Exchange Commission vide BSEC/CMRRCD/2006-158/207/ Admin/80, dated: 3 June 2018:

FUNCTIONS:

NRC shall oversee, among others, the following matters and make report with recommendation to the Board:

• (i) formulating the criteria for determining qualifications, positive attributes and independence of a director and recommend a policy to the Board, relating to the remuneration of the directors, top level executive, considering the following:

(a) the level and composition of remuneration is reasonable and sufficient to attract retain and motivate suitable directors to run the company successfully;

(b) the relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

(c) remuneration to directors top level executive involves a balance between fixed and incentive pay reflecting short  and long-term performance objectives appropriate to the working of the company and its goals;

• (ii) devising  a policy on Board’s diversity taking into consideration age, gender, experience, ethnicity, educational background and nationality:
• (iii) identifying person who are qualified to become directors and who may be appointed in top level executive position in accordance with the criteria laid down, and recommend their appointment and removal to the Board; 
• (iv) formulating  the criteria for evaluation of performance of independent directors and the Board;
• (v) identifying the company’s needs for employees at different levels and determine their selection, transfer or replacement and promotion criteria; and
• (vi)  developing recommending and reviewing annually the company’s human resources and training policies;