Common use of Responsibilities and functions of the Board Clause in Contracts

Responsibilities and functions of the Board. The Board is responsible for setting the strategic direction of the Company and for overseeing and monitoring its businesses and affairs. Directors are accountable to the shareholders for the Company’s performance. The Board's overriding objective is to increase shareholder value within an appropriate framework that protects the rights and enhances the interests of all shareholders, whilst ensuring the Company is properly managed. Directors must fulfil their fiduciary obligations to shareholders, but will also take into consideration the interests of other stakeholders in the Company, including employees, customers, creditors and others with a legitimate interest in the Company's affairs. The Board reviews and approves the Company’s business plans and guiding policies. Other than those responsibilities reserved to it in this Charter, day to day management of the Company’s affairs and implementation of its strategy and policy initiatives are delegated to the Chief Executive Officer or Managing Director who, in turn, delegates to other senior executives. For guidance, the Board has also developed a broad set of policies (attached as section 6 to this Policy) describing how to deal with employee conflicts of interest, disclosure to the investment community, shareholder communication strategy and performance evaluation of the Board. The primary functions of the Board include: (a) setting overall goals for the Company; (b) approving strategies, objectives and plans for the Company's businesses to achieve these goals; (c) ensuring business risks are identified and approving systems and controls to manage those risks and monitor compliance; (d) approving the Company's major human resources policies and overseeing the development strategies for senior and high performing executives; (e) approving financial plans, annual budgets, major capital expenditure and the Company's remuneration framework; (f) monitoring executive management and business performance in the implementation and achievement of strategic and business objectives; (g) approving key management recommendations (such as major capital expenditure, acquisitions, divestments, restructuring and funding); (h) appointing and removing the Managing Director and Chief Executive Officer (CEO) and ratifying the appointment and removal of executives reporting directly to the Managing Director and CEO (senior executives); (i) appointing and removing the chairperson of the Board (Chairperson); (j) reporting to shareholders on the Company’s strategic direction and performance including constructive engagement in the development, execution and modification of the Company's strategies; (k) overseeing the management of occupational health and safety and environmental performance; (l) determining that satisfactory arrangements are in place for auditing the Company’s financial affairs and overseeing the integrity of the Company's accounting and corporate reporting systems, including the external audit; (m) meeting statutory and regulatory requirements, overseeing the way in which the business risks and the assets of the Company are managed and ensuring the Company has in place an appropriate risk management framework; and (n) monitoring the effectiveness of the Company's governance practices.

Responsibilities and functions of the Board. The Board is responsible for setting the strategic direction of the Company and for overseeing and monitoring its businesses and affairs. Directors are accountable to the shareholders for the Company’s performance. The Board's overriding objective is to increase shareholder value within an appropriate framework that protects the rights and enhances the interests of all shareholders, whilst ensuring that the Company is properly managed. Directors must fulfil their fiduciary obligations to shareholders, but will also take into consideration the interests of other stakeholders in the Company, including employees, customers, creditors and others with a legitimate interest in the Company's affairs. The Board reviews and approves the Company’s business plans and guiding policies. Other than those responsibilities reserved to it in this Charter, day Day to day management of the Company’s affairs and implementation of its strategy and policy initiatives are delegated to the Chief Executive Officer or Managing Director who, in turn, delegates and by him to other senior executives. For guidance, the Board has also developed a broad set of policies (attached as section Section 6 to this Policy) describing an employee code and standards of conduct, how to deal with employee conflicts of interest, disclosure to the investment community, shareholder communication strategy and performance evaluation of the Board. The primary functions of the Board include: (a) : » setting overall goals for the Company; (b) ; » approving strategies, objectives and plans for the Company's businesses to achieve these goals; (c) ; » ensuring that business risks are identified and approving systems and controls to manage those risks and monitor compliance; (d) ; » approving the Company's major human resources policies and overseeing the development strategies for senior and high performing executives; (e) ; » approving financial plans, plans and annual budgets, major capital expenditure and the Company's remuneration framework; (f) ; » monitoring executive management and business performance in the implementation and achievement of strategic and business objectives; (g) ; » approving key management recommendations (such as major capital expenditure, acquisitions, divestments, restructuring and funding); (h) ; » appointing and removing the Managing Director and Chief Executive Officer (CEO) and ratifying the appointment and removal of executives reporting directly to the Managing Director and CEO (senior executives); (i) appointing and removing the chairperson of the Board (Chairperson); (j) ; » reporting to shareholders on the Company’s strategic direction and performance including constructive engagement in the development, execution and modification of the Company's strategies; (k) ; » overseeing the management of occupational health and safety and environmental performance; (l) ; » determining that satisfactory arrangements are in place for auditing the Company’s financial affairs and overseeing the integrity of the Company's accounting and corporate reporting systems, including the external audit; (m) affairs; » meeting statutory and regulatory requirements, requirements and overseeing the way in which the business risks and the assets of the Company are managed and ensuring the Company has in place an appropriate risk management framework; and (n) monitoring the effectiveness of the Company's governance practicesmanaged.

Responsibilities and functions of the Board. The Board is responsible for setting the strategic direction of the Company and for overseeing and monitoring its businesses and affairs. Directors are accountable to the shareholders for the Company’s performance. The Board's overriding objective is to increase shareholder value within an appropriate framework that protects the rights and enhances the interests of all shareholders, whilst ensuring the Company is properly managed. Directors must fulfil their fiduciary obligations to shareholders, but will also take into consideration the interests of other stakeholders in the Company, including employees, customers, creditors and others with a legitimate interest in the Company's affairs. The Board reviews and approves the Company’s business plans and guiding policies. Other than those responsibilities reserved to it in this Charter, day Day to day management of the Company’s affairs and implementation of its strategy and policy initiatives are delegated to the Chief Executive Officer or Managing Director who, in turn, delegates to other senior executives. For guidance, the Board has also developed a broad set of policies (attached as section 6 to this Policy) describing an employee code and standards of conduct, how to deal with employee conflicts of interest, disclosure to the investment community, shareholder communication strategy and performance evaluation of the Board. The primary functions of the Board include: (a) setting overall goals for the Company; (b) approving strategies, objectives and plans for the Company's businesses to achieve these goals; (c) ensuring business risks are identified and approving systems and controls to manage those risks and monitor compliance; (d) approving the Company's major human resources policies and overseeing the development strategies for senior and high performing executives; (e) approving financial plans, annual budgets, major capital expenditure and the Company's remuneration framework; (f) monitoring executive management and business performance in the implementation and achievement of strategic and business objectives; (g) approving key management recommendations (such as major capital expenditure, acquisitions, divestments, restructuring and funding); (h) appointing and removing the Managing Director and Chief Executive Financial Officer (CEO) and ratifying the appointment and removal of executives reporting directly to the Managing Director and CEO (senior executives); (i) appointing and removing the chairperson of the Board (Chairperson); (j) reporting to shareholders on the Company’s strategic direction and performance including constructive engagement in the development, execution and modification of the Company's strategies; (k) overseeing the management of occupational health and safety and environmental performance; (l) determining that satisfactory arrangements are in place for auditing the Company’s financial affairs and overseeing the integrity of the Company's accounting and corporate reporting systems, including the external audit; (m) meeting statutory and regulatory requirements, overseeing the way in which the business risks and the assets of the Company are managed and ensuring the Company has in place an appropriate risk management framework; and (n) monitoring the effectiveness of the Company's governance practices.

Responsibilities and functions of the Board. The Board is responsible for setting the strategic direction of the Company and for overseeing and monitoring its businesses and affairs. Directors are accountable to the shareholders for the Company’s performance. The Board's overriding objective is to increase shareholder value within an appropriate framework that protects the rights and enhances the interests of all shareholders, whilst ensuring the Company is properly managed. Directors must fulfil their fiduciary obligations to shareholders, but will also take into consideration the interests of other stakeholders in the Company, including employees, customers, creditors and others with a legitimate interest in the Company's affairs. The Board reviews and approves the Company’s business plans and guiding policies. Other than those responsibilities reserved to it in this Charter, day Day to day management of the Company’s affairs and implementation of its strategy and policy initiatives are delegated to the Chief Executive Officer or Managing Director who, in turn, delegates to other senior executives. For guidance, the Board has also developed a broad set of policies (attached as section 6 5 to this Policy) describing how to deal with employee conflicts of interest, disclosure to the investment community, shareholder communication strategy and performance evaluation of the Board. The primary functions of the Board include: (a) setting overall goals for the Company; (b) approving strategies, objectives and plans for the Company's businesses to achieve these goals; (c) ensuring business risks are identified and approving systems and controls to manage those risks and monitor compliance; (d) approving the Company's major human resources policies and overseeing the development strategies for senior and high performing executives; (e) approving financial plans, annual budgets, major capital expenditure and the Company's remuneration framework; (f) monitoring executive management and business performance in the implementation and achievement of strategic and business objectives; (g) approving key management recommendations (such as major capital expenditure, acquisitions, divestments, restructuring and funding); (h) appointing and removing the Managing Director and Chief Executive Officer (CEO) and ratifying the appointment and removal of executives reporting directly to the Managing Director and CEO (senior executives); (i) appointing and removing the chairperson of the Board (Chairperson); (j) reporting to shareholders on the Company’s strategic direction and performance including constructive engagement in the development, execution and modification of the Company's strategies; (k) overseeing the management of occupational health and safety and environmental performance; (l) determining that satisfactory arrangements are in place for auditing the Company’s financial affairs and overseeing the integrity of the Company's accounting and corporate reporting systems, including the external audit; (m) meeting statutory and regulatory requirements, overseeing the way in which the business risks and the assets of the Company are managed and ensuring the Company has in place an appropriate risk management framework; and (n) monitoring the effectiveness of the Company's governance practices.

Responsibilities and functions of the Board. The Board is responsible for setting the strategic direction of the Company and for overseeing and monitoring its businesses and affairs. Directors are accountable to the shareholders for the Company’s performance. The Board's overriding objective is to increase shareholder value within an appropriate framework that protects the rights and enhances the interests of all shareholders, whilst ensuring the Company is properly managed. Directors must fulfil their fiduciary obligations to shareholders, but will also take into consideration the interests of other stakeholders in the Company, including employees, customers, creditors and others with a legitimate interest in the Company's affairs. The Board reviews and approves the Company’s business plans and guiding policies. Other than those responsibilities reserved to it in this Charter, day Day to day management of the Company’s affairs and implementation of its strategy and policy initiatives are delegated to the Chief Executive Officer or Managing Director who, in turn, delegates to other senior executives. For guidance, the Board has also developed a broad set of policies (attached as section 6 to this Policy) describing how to deal with employee conflicts of interest, disclosure to the investment community, shareholder communication strategy and performance evaluation of the Board. The primary functions of the Board include: (a) setting overall goals for the Company; (b) approving strategies, objectives and plans for the Company's businesses to achieve these goals; (c) ensuring business risks are identified and approving systems and controls to manage those risks and monitor compliance; (d) approving the Company's major human resources policies and overseeing the development strategies for senior and high performing executives; (e) approving financial plans, annual budgets, major capital expenditure and the Company's remuneration framework; (f) monitoring executive management and business performance in the implementation and achievement of strategic and business objectives; (g) approving key management recommendations (such as major capital expenditure, acquisitions, divestments, restructuring and funding); (h) appointing and removing the Managing Director and Chief Executive Officer (CEO) and ratifying the appointment and removal of executives reporting directly to the Managing Director and CEO (senior executives); (i) appointing and removing the chairperson of the Board (Chairperson); (j) reporting to shareholders on the Company’s strategic direction and performance including constructive engagement in the development, execution and modification of the Company's strategies; (k) overseeing the management of occupational health and safety and environmental performance; (l) determining that satisfactory arrangements are in place for auditing the Company’s financial affairs and overseeing the integrity of the Company's accounting and corporate reporting systems, including the external audit; (m) meeting statutory and regulatory requirements, overseeing the way in which the business risks and the assets of the Company are managed and ensuring the Company has in place an appropriate risk management framework; and (n) monitoring the effectiveness of the Company's governance practices.

Responsibilities and functions of the Board. The Board is responsible for setting the strategic direction of the Company and for overseeing and monitoring its businesses and affairs. Directors are accountable to the shareholders for the Company’s performance. The Board's overriding objective is to increase shareholder value within an appropriate framework that protects the rights and enhances the interests of all shareholders, whilst ensuring the Company is properly managed. Directors must fulfil their fiduciary obligations to shareholders, but will also take into consideration the interests of other stakeholders in the Company, including employees, customers, creditors and others with a legitimate interest in the Company's affairs. The Board reviews and approves the Company’s business plans and guiding policies. Other than those responsibilities reserved to it in this Charter, day Day to day management of the Company’s affairs and implementation of its strategy and policy initiatives are delegated to the Chief Executive Officer or Managing Director who, in turn, delegates to other senior executives. For guidance, the Board has also developed a broad set of policies (attached as section 6 to this Policy) describing how to deal with employee conflicts of interest, disclosure to the investment community, shareholder communication strategy and performance evaluation of the Board. The primary functions of the Board include: (a) setting overall goals for the Company; (b) approving strategies, objectives and plans for the Company's businesses to achieve these goals; (c) ensuring business risks are identified and approving systems and controls to manage those risks and monitor compliance; (d) approving the Company's major human resources policies and overseeing the development strategies for senior and high performing executives; (e) approving financial plans, annual budgets, major capital expenditure and the Company's remuneration framework; (f) monitoring executive management and business performance in the implementation and achievement of strategic and business objectives; (g) approving key management recommendations (such as major capital expenditure, acquisitions, divestments, restructuring and funding); (h) appointing and removing the Managing Director and Chief Executive Officer (CEO) and ratifying the appointment and removal of executives reporting directly to the Managing Director and CEO (senior executives); (i) appointing and removing the chairperson of the Board (Chairperson); (j) reporting to shareholders on the Company’s strategic direction and performance including constructive engagement in the development, execution and modification of the Company's strategies; (k) overseeing the management of occupational health and safety and environmental performance; (l) determining that satisfactory arrangements are in place for auditing the Company’s financial affairs and overseeing the integrity of the Company's accounting and corporate reporting systems, including the external audit; (m) meeting statutory and regulatory requirements, overseeing the way in which the business risks and the assets of the Company are managed and ensuring the Company has in place an appropriate risk management framework; and (n) monitoring the effectiveness of the Company's governance practices.

Responsibilities and functions of the Board. The Board is responsible for setting the strategic direction of the Company and for overseeing and monitoring its businesses and affairs. Directors are accountable to the shareholders for the Company’s performance. The Board's overriding objective is to increase shareholder value within an appropriate framework that protects the rights and enhances the interests of all shareholders, whilst ensuring that the Company is properly managed. Directors must fulfil their fiduciary obligations to shareholders, but will also take into consideration the interests of other stakeholders in the Company, including employees, customers, creditors and others with a legitimate interest in the Company's affairs. The Board reviews and approves the Company’s business plans and guiding policies. Other than those responsibilities reserved to it in this Charter, day Day to day management of the Company’s affairs and implementation of its strategy and policy initiatives are delegated to the Chief Executive Officer or Managing Director who, in turn, delegates and then to other senior executives. For guidance, the Board has also developed a broad set of policies (attached as section 6 Section 5 to this Policy) describing an employee code and standards of conduct, how to deal with employee conflicts of interest, disclosure to the investment community, shareholder communication strategy and performance evaluation of the Board. The primary functions of the Board include: (a) : » setting overall goals for the Company; (b) ; » approving strategies, objectives and plans for the Company's businesses to achieve these goals; (c) ; » ensuring that business risks are identified and approving systems and controls to manage those risks and monitor compliance; (d) ; » approving the Company's major human resources policies and overseeing the development strategies for senior and high performing executives; (e) ; » approving financial plans, plans and annual budgets, major capital expenditure and the Company's remuneration framework; (f) ; » monitoring executive management and business performance in the implementation and achievement of strategic and business objectives; (g) ; » approving key management recommendations (such as major capital expenditure, acquisitions, divestments, restructuring and funding); (h) ; » appointing and removing the Managing Director and Chief Executive Officer (CEO) and ratifying the appointment and removal of executives reporting directly to the Managing Director and CEO (senior executives); (i) appointing and removing the chairperson of the Board (Chairperson); (j) ; » reporting to shareholders on the Company’s strategic direction and performance including constructive engagement in the development, execution and modification of the Company's strategies; (k) overseeing the management of occupational health and safety and environmental performance; (l) ; » determining that satisfactory arrangements are in place for auditing the Company’s financial affairs and overseeing the integrity of the Company's accounting and corporate reporting systems, including the external audit; (m) affairs; » meeting statutory and regulatory requirements, requirements and overseeing the way in which the business risks and the assets of the Company are managed and ensuring the Company has in place an appropriate risk management framework; and (n) monitoring the effectiveness of the Company's governance practicesmanaged.