The Terms of Reference of Human Resource Management Committee
The Human Resources Committee will be a means by which the Board can provide guidance on the human resources management of the Dr Ashleys Limited. Its primary responsibility will include reviewing, monitoring and making recommendations to the Board of Directors on Dr Ashleys Limited on human resources strategy and policies.
The committee will consist of not more than three members of the Board of Directors. If a member of the committee ceases to be a member of the Board, a replacement will be appointed for the remaining term of the committee.
1) The committee will be expected to satisfy itself that DAL’s human resources management activities are adequate and effective. In this regard, the specific responsibilities that the committee will carry out on behalf of the Board are as follows:
(i) Review, monitor and make recommendations to the Board of Directors on the Company’s human resources strategy and policies that pertain to staffing, compensation, benefits, and related issues of strategic importance that directly affect DAL’s ability to recruit, develop and retain the highly qualified staff needed for it to achieve its mandate.
(ii) Review any external evaluations of DAL’s human resources strategy and policies pertaining to the issues set out in (i) above, and report to the Board its findings and recommendations on such issues.
(iii) Consider with other Board committees and Management the repercussions of recommendations of other Board committees on DAL’s human resources strategy and policies.
2) The purpose of the committee is not to influence the recruitment and career prospects of individual staff members or groups of staff members. It would be a serious violation of ethics for any committee member to use his or her position for such a purpose.
3) The committee will make reports and submit recommendations to the Board of Directors through the Chairman of the Committee to the Board of the Company.
4) The committee will make reports as it considers necessary, but at least once a year.
1) The committee will meet as often as it considers necessary. Committee meetings will be held at DAL’s registered office in Mumbai.
2) The quorum for a meeting will be two members of the committee. If the chair is not present, the committee will select one of the members present to preside over that meeting.
3) All other Board members may attend meetings of the committee. Directors’ advisors may attend the meetings of the committee except as otherwise advised by the chair of the committee.
4. Information and Communication
1) The committee may request such information as is considered necessary by the committee to discharge its responsibilities. The committee may, with the concurrence of the Chairman, seek briefings from staff members concerned on relevant matters and request their participation at meetings.
2) If a document or information requested by the committee is not provided, the request may be referred by the Chair of the committee to the Board of Directors, for a final decision.
3) All communication between the committee and Dr Ashleys Limited staff will be conducted through the Secretary of Dr Ashleys Limited.
5. Administrative Arrangements
Secretariat support will be provided by the Office of the Secretary.