Who Should Chair the Board Meeting in the Chairman Absence?

The Chairman of the Board of Directors is “Primus inter pares” - first among equals in relation to other Non-Executive Directors. The procedure through which a Chairman is appointed is typically prescribed by the company’s Articles of Association or by the Board Charter. In some cases, this process is determined by the terms of a Shareholders’ Agreement or an Investment Agreement. Where the procedure is not clearly prescribed, selecting a Board chair should be a simple process as prescribed by Section 263(4) of the 2004 Companies Act - “The Directors may elect a Chairman of their meetings and determine the period for which he is to hold office….” Section 263(4).

• From the Company Secretary's Desk