Governance Committee

The TCL Group recognises that a robust corporate governance system redounds to the overall benefit of the organization by fostering better performance and by facilitating a lower risk of malfeasance as well as a lower cost of capital. Based on the guiding principles of fairness, transparency and accountability, the Company strives to maintain a high standard of corporate governance through the establishment of a comprehensive and efficient framework of policies, procedures and systems and the promotion of a responsible corporate culture throughout the Group. The TCL Group is committed to adhering to the principles and practices of good corporate governance and the Governance Committee, a Subcommittee of the Board, establishes the foundations for compliance.

Members:

Audit Committee

The Audit Committee is a Subcommittee of the Board charged with the responsibility for:

  1. Appointment and ongoing assessment of the External Auditors;
  2. Reviewing and advising the Board on the integrity of financial statements;
  3. Oversight of the establishment, implementation and assessment of the Risk Management Function;
  4. Ensuring that an effective system of internal controls is established and maintained;
  5. Assessing compliance with applicable laws and regulations; and
  6. Monitoring and assessing the internal audit function.

Members:

Finance Committee

The objectives of the Board Finance Committee are two-fold:

  1. To enhance the financial strength and shareholder value of the TCL Group by providing guidance and recommendations on issues which have a major financial impact on the TCL Group; and
  2. To enhance communication and understanding between TCL Group’s management and the Board on financial matters.

A summary of the unofficial terms of reference of the Finance Committee follows:

  1. Review all significant issues of a financial nature before they are presented for consideration to the Board;
  2. Review the adequacy and sourcing of working capital for the TCL Group;
  3. Evaluate and recommend proposals for the ongoing long term financing of the TCL Group;
  4. Examine and/or develop proposals for reducing the tax obligation of the TCL Group and the efficient management of its tax affairs;
  5. Review annual budgets and five year plans for the TCL Group before submission for approval to the Board;
  6. Examine and/or develop solutions for problems of a financial nature arising from changes in accounting standards, tax regulations and governmental legislation;
  7. Develop a set of financial objectives for the TCL Group; and
  8. Determine the appropriate capital structure for the TCL Group.

Members:

  • Ms. Lucy Rodriquez (Chairman)
  • Mr. Nigel Edwards
  • Mr. Luis Ali Moya (Group Finance Manager)
  • Mr. Osben Cuffie (Recording Secretary)

Human Resource Committee

All members with the exception of David Inglefield were appointed at a board meeting on 22nd January 2015. In order to ensure excellence in TCL Group’s human capital and cultural initiatives, the Human Resource Committee’s strategic direction and vision are aligned to the Company’s strategic plan. The following categories of policies are administered by the Human Resource Committee:

  • Talent acquisition
  • Organization capacity building
  • Performance management
  • Executive development
  • Organizational structure and design
  • Employee wellness

A summary of the Terms of Reference of the Human Resources Committee follows:

  1. To formulate policies for the TCL Group’s Human Resource Management function and to make recommendations to the Board for approval and adoption;
  2. To review, approve and ensure compliance with existing administrative policies and recommend to the Board the adoption of proposals for all senior managers and executives across the TCL Group;
  3. To ensure that the TCL Group Human Resource function provides efficient services to all Subsidiaries utilizing equitable, transparent and contemporary performance management measures and systems; and
  4. To act autonomously and approve on its own account specific human capital initiatives and recommendations that fall within the overall ambit of pre-existing Board approved policies and systems.

Members:

Corporate Governance Policy
TCL By-Laws

Download our TCL By-Laws – PDF 7.4MBapplication-pdf