Page 77 - RFHL ANNUAL REPORT 2025 ONLINE_NEW
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        iv  have a demonstrated ability to think and act strategically   has within the Group that may be likely to interfere with the
           and independently as well as be able to work constructively   exercise of independent, unbiased judgment.
           in a collegial environment.
                                                             This balance between Independent Non-Executive Directors
        In identifying nominees for the position of Director, the   and Executive Directors throughout the Group ensures that
        Governance and Nomination Committee assesses whether an   the Board as well as other subsidiary boards are able to
        individual meets the characteristics above, any gaps identified   exercise independent judgment with sufficient management
        in a skills matrix and also considers the current composition of   information to enable proper and objective assessment of
        the Board in light of the diverse communities and geographies   issues facing the Group.
        served by the Group.  It is also critical that the Directors must
        have sufficient time available to devote to the performance of   The following presents the current composition of the Board
        their Board duties.                                  of Republic Financial Holdings Limited and reflects its ratio of
                                                             independent Directors.
        In composing the Board, the aim is to include highly qualified
        and experienced individuals from diverse backgrounds,   Independent/Non-Independent Directors (%)
        including but not limited to elements of diverse geographic
        backgrounds, race, ethnicity, gender, sexual orientation, socio-
        economic status, age, physical abilities, and religious beliefs.
                                                                                       92  NON-INDEPENDENT

        The Board of Directors meets quarterly, with Special Board
        Meetings being convened as the need arises.                                    8  INDEPENDENT



        We recognise Mark Loquan
        This year we were deeply sorrowed by the passing of fellow
        director Mark Loquan. Mark joined us in 2023, with over 40   Our 12 Board members represented within this ratio are as
        years’ experience in the petrochemical industry. He had   follows:
        served as President of two Yara International operations – in
        Trinidad and Angola/Sub-Saharan Africa, and as the Chief   Director      Independent   Non-Independent
        Executive Officer of Yara Pilbara in Australia. He served in many
        other leadership roles for organisations involved in energy,   Vincent A. Pereira
        education, and culture.  A passionate pannist, Mark was also   Nigel M. Baptiste
        an honorary founding director of the non-governmental   Ian L. Benjamin
        organisation, Music Literacy Trust, and served as Musical   Dawn V. Callender
        Director of Perth Pandemix, the first resident steelband in   Shameer R. Mohammed
        Perth, Western Australia. We continue to wish Mark’s family   Jason K. Mootoo
        strength and comfort and he continues to be missed.  Michael A. Noel
                                                             Robert B. Riley
                                                             Colin A. Soo Ping Chow
        Director Independence                                Waltnel X. Sosa
        The majority of the Directors are independent. The Board   Kristine G. Thompson
        reviews the criteria to be considered in determining whether a   Robert R. Wickham
        Director is independent, both in character and judgment, and
        in line with principles of governing legislation and corporate   The Board considers that the quality, skills and experience of its
        governance. In addition, the Board considers independence   Directors enhance the Board’s effectiveness, and the core set
        within its Conflict-of-Interest policy, and in this regard, may   of skills and experience identified effectively provide the Group
        consider any direct or indirect relationship that a Director   with the appropriate leadership and guidance necessary to
                                                             tackle the risks and opportunities facing the Group.
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