Neftaly Human Capital Committee Management Policy, Procedures, Processes, Templates, Documents and Forms NeftalyP094

Document Code: NeftalyP094
Approved By: Chief Executive Officer (CEO)

Date Approved: 03 November 2025

Review Date: 28 November 2026

NeftalyP094-1 Overview

NeftalyP094-1-1 The Neftaly Human Capital Committee Management Policy (NeftalyP094) provides a structured framework for establishing, managing, and evaluating committees across Neftaly’s Royal Divisions. This policy ensures committees operate efficiently, transparently, and align with Neftaly’s strategic and operational objectives.

NeftalyP094-2 Purpose

NeftalyP094-2-1 To define the structure, roles, and responsibilities of committees.
NeftalyP094-2-2 To ensure committees operate with clear objectives, accountability, and decision-making authority.
NeftalyP094-2-3 To standardize processes for committee meetings, documentation, and reporting.
NeftalyP094-2-4 To facilitate effective communication and collaboration within and across committees.
NeftalyP094-2-5 To monitor and evaluate committee performance for continuous improvement.

NeftalyP094-3 Scope

NeftalyP094-3-1 This policy applies to:

NeftalyP094-3-1-1 All committees established within Neftaly Human Capital divisions.
NeftalyP094-3-1-2 Members including Officers, Deputy Chiefs, Royal Directors, Non-Executive Members, and other appointed Human Capital.
NeftalyP094-3-1-3 External advisors or partners formally engaged in committee activities.

NeftalyP094-4 Policy Statement

NeftalyP094-4-1 Neftaly is committed to the formation and management of committees that are accountable, efficient, and aligned with Royal values. Committees shall follow standardized processes, maintain proper documentation, and report progress to the Chief Human Capital Officer (CHCO) and Royal Directors.

NeftalyP094-5 Core Principles

NeftalyP094-5-1 Accountability: Committee members are responsible for fulfilling their duties and reporting outcomes.
NeftalyP094-5-2 Transparency: Decisions and processes must be documented and accessible to authorized personnel.
NeftalyP094-5-3 Collaboration: Committees must foster inclusive participation and knowledge sharing.
NeftalyP094-5-4 Efficiency: Meetings and processes must be structured to achieve objectives effectively.
NeftalyP094-5-5 Integrity: Committees shall operate ethically and in alignment with Neftaly policies and Royal standards.

NeftalyP094-6 Procedures and Processes

NeftalyP094-6-1 Committee Formation

NeftalyP094-6-1-1 Committees are formed based on organizational needs and strategic priorities.
NeftalyP094-6-1-2 The CHCO approves committee mandates, membership, and scope using NeftalyF094-01 Committee Formation Request Form.

NeftalyP094-6-2 Roles and Responsibilities

NeftalyP094-6-2-1 Each committee must have a Chairperson, Secretary, and appointed members.
NeftalyP094-6-2-2 Responsibilities are defined in NeftalyF094-02 Committee Roles & Responsibilities Template.
NeftalyP094-6-2-3 Members are expected to attend meetings, provide input, and execute assigned tasks.

NeftalyP094-6-3 Meeting Management

NeftalyP094-6-3-1 Committees shall meet according to a pre-approved schedule or as required.
NeftalyP094-6-3-2 Meeting agendas must be prepared and distributed using NeftalyF094-03 Committee Meeting Agenda Template.
NeftalyP094-6-3-3 Minutes must be recorded in NeftalyF094-04 Committee Meeting Minutes Template and submitted to the CHCO.

NeftalyP094-6-4 Decision-Making and Documentation

NeftalyP094-6-4-1 Decisions must be recorded clearly with assigned responsibilities.
NeftalyP094-6-4-2 Action items and deadlines must be logged using NeftalyR094-01 Committee Action Tracker.
NeftalyP094-6-4-3 Confidential discussions shall be documented according to Neftaly Confidentiality Policy (NeftalyP108).

NeftalyP094-6-5 Monitoring and Evaluation

NeftalyP094-6-5-1 The CHCO reviews committee performance quarterly.
NeftalyP094-6-5-2 Performance metrics include attendance, decision implementation, and alignment with objectives.
NeftalyP094-6-5-3 Evaluation reports are prepared using NeftalyR094-02 Committee Evaluation Report Template.

NeftalyP094-6-6 Committee Closure

NeftalyP094-6-6-1 Committees conclude upon fulfillment of objectives or by CHCO/CEO directive.
NeftalyP094-6-6-2 Final reports, lessons learned, and archival documentation must be submitted and stored in the Neftaly Repository.

NeftalyP094-7 Roles and Responsibilities

Role	Responsibilities
Chief Executive Officer (CEO)	Approves overall committee policies and strategic directives.
Chief Human Capital Officer (CHCO)	Oversees committee operations, approves formations, and monitors performance.
Royal Directors	Support committees, provide guidance, and ensure compliance within divisions.
Deputy Chiefs	Facilitate committee coordination and reporting.
Officers	Maintain records, track action items, and support committee logistics.
Committee Members	Participate actively, provide input, and execute assigned responsibilities.

NeftalyP094-8 Templates and Documents

NeftalyP094-8-1 NeftalyF094-01: Committee Formation Request Form
NeftalyP094-8-2 NeftalyF094-02: Committee Roles & Responsibilities Template
NeftalyP094-8-3 NeftalyF094-03: Committee Meeting Agenda Template
NeftalyP094-8-4 NeftalyF094-04: Committee Meeting Minutes Template
NeftalyP094-8-5 NeftalyR094-01: Committee Action Tracker
NeftalyP094-8-6 NeftalyR094-02: Committee Evaluation Report Template

NeftalyP094-9 Compliance and Monitoring

NeftalyP094-9-1 The CHCO conducts quarterly audits of all committees to ensure adherence to policies.
NeftalyP094-9-2 Non-compliance or underperformance will be addressed through corrective measures.
NeftalyP094-9-3 Reports are escalated to the CEO and Royal Board Committee for Human Capital.

NeftalyP094-10 Review and Evaluation

NeftalyP094-10-1 This policy will be reviewed annually or as organizational needs evolve.
NeftalyP094-10-2 Updates must be approved by the CEO and CHCO prior to implementation.

NeftalyP094-11 Frequently Asked Questions (FAQs)

What is the Neftaly Human Capital Committee Management Policy (NeftalyP094)?
What is the purpose of having a formal policy for HC Committees?
How does P094 interact with the Corporate Governance and Board Committee Charters?
What is the definition of a “Human Capital Committee” under this policy?
What are the different types of HC Committees (Standing, Ad-Hoc, Advisory, Decision-Making)?
Who is the overall policy owner and executive sponsor of P094?
What are the guiding principles for all HC Committees (e.g., independence, integrity, confidentiality)?
What is the overarching governance structure linking all HC Committees?
What is a Committee Charter and why is it mandatory?
What is the standard template for a Committee Charter? (Template SP-HCCMT-T001)
What are the mandatory elements of every Committee Charter?
Who approves the Charter of a new HC Committee?
How often must a Committee Charter be reviewed and renewed?
Where is the master register of all active HC Committee Charters maintained?
What is the process for creating a new Standing Committee? (Procedure SP-HCCMT-P001)
What is the process for creating an Ad-Hoc or Task Force? (Form SP-HCCMT-F001)
What is the sunset clause for Ad-Hoc committees?
What is the policy on committee overlap and duplication of effort?
How are inter-committee dependencies and handoffs managed?
What is the role of the HC Committee Governance Office or coordinator?
What is the “Annual Committee Calendar” of the HC function?
How does this policy ensure compliance with King IV Code/ equivalent governance codes?
What are the legal and fiduciary responsibilities of committee members?
What is the policy on conflicts of interest for committee members? (Form SP-HCCMT-F002)
How are conflicts of interest declared, recorded, and managed?
What is the Code of Conduct for Committee Members? (Document SP-HCCMT-D001)
What are the consequences for a member violating the Code of Conduct?
What training is mandatory for new committee members?
What is the “Committee Member Induction Pack”? (Template SP-HCCMT-T002)
How does the policy support diversity of thought on committees?
What is the policy on external (non-employee) members on HC committees?
What security clearance is required for committee members dealing with classified talent data?
How are committee activities funded and budgeted?
What is the process for a committee to request additional resources?
How is the performance and effectiveness of the committee itself evaluated?
What is the “Committee Self-Assessment” process and template? (Form SP-HCCMT-F003)
How often are committee effectiveness reviews conducted?
Who receives the committee effectiveness report?
What is the process for winding down or disbanding a committee?
How are lessons learned from committees captured organizationally?
What is the policy on committee members’ liability and indemnification?
How are sensitive committee discussions protected under attorney-client privilege if needed?
What is the escalation path for committee deadlocks or unresolved issues?
How do HC Committees interface with the main Board Committees (e.g., RemCo, Social & Ethics)?
What is the protocol for inviting guests or presenters to committee meetings?
What is the policy on observers (e.g., auditors, regulators) in committee meetings?
How are committee activities aligned with the annual HC strategy and business plan?
What is the process for amending the P094 policy itself?
Where is the official, controlled version of P094 published?
Who is authorized to interpret the policy in case of ambiguity?
How are policy exceptions granted and recorded?
What is the role of the Corporate Secretary or Governance function in HC Committees?
How are risk management principles applied to committee operations?
What is the process for a committee to commission external expert advice?
How are committee decisions communicated to the broader organization (when appropriate)?
What is the policy on committee members using confidential information gained in their role?
How is succession planning for key committee chair roles managed?
What is the policy on recording committee meetings (audio/video)?
How are committee achievements and contributions recognized?
What is the “Committee Governance Handbook”? (Document SP-HCCMT-D002)
How does P094 apply to global/regional HC committees in international offices?
What are the language and translation protocols for multinational committees?
How are cultural nuances in decision-making accommodated?
What is the process for handling a whistleblower report directed at a committee or its members?
How does the policy ensure ethical decision-making in committees?
What is the role of data privacy in committee deliberations (e.g., discussing individual employees)?
How are committee materials classified (Confidential, Secret, etc.)?
What is the process for a manager to propose an item for a committee’s agenda?
How are committee priorities set in relation to other business priorities?
What is the protocol during a corporate crisis or emergency requiring committee action?
How are committee activities insured?
What is the process for benchmarking our committee governance against peers?
How are new governance trends (e.g., virtual committees, AI-assisted minuting) evaluated?
What is the policy on committee members serving on competing external committees?
How is the mental load and time commitment of committee membership managed?
Can an employee refuse a nomination to a committee? What is the process?
What is the policy on committee work counting towards performance goals?
How are assistant secretaries or committee administrators trained?
What is the disaster recovery plan for committee governance (e.g., loss of charter register)?
What is the long-term vision for committee governance at Neftaly?
2. Committee Establishment, Composition & Membership (FAQs 81-150)
What are the standard Standing Committees under the HC function (e.g., Remuneration Committee, Talent & Succession Committee, Diversity Equity & Inclusion Council, Learning & Development Council, Wellness Committee)?
What is the specific Charter for the HC Remuneration Committee?
What is the specific Charter for the Talent & Succession Committee?
What is the specific Charter for the DEI Council?
What is the specific Charter for the Learning & Development Steering Committee?
How is the need for a new Ad-Hoc committee identified and justified?
What is the “Ad-Hoc Committee Proposal Form”? (Form SP-HCCMT-F001)
Who can propose a new committee (Executive, Function Head, Employee Representative)?
What are the criteria for approving a new committee?
What is the composition (size, roles) of a typical Standing Committee?
How are committee Chairs appointed?
What are the roles and responsibilities of the Committee Chair? (Document SP-HCCMT-D003)
How are committee Members selected and appointed?
What is the “Committee Member Nomination and Appointment Form”? (Form SP-HCCMT-F004)
What are the criteria for selecting members (expertise, seniority, diversity, representation)?
What is the term limit for committee membership?
What is the process for re-appointing a member for an additional term?
What is the process for resigning from a committee?
What is the process for removing a member from a committee for cause?
How are alternate members appointed?
… (Continued to 150, covering member onboarding, role of Secretary, composition for quorum, and handling member absenteeism).
3. Meeting Management & Logistics (FAQs 151-230)
What is the standard frequency for Standing Committee meetings (e.g., Quarterly, Bi-Monthly)?
Who is responsible for scheduling committee meetings?
What is the process for calling a Special Meeting outside the normal schedule?
What is the minimum notice period required for a regular meeting?
What is the minimum notice period for a special meeting?
What platforms/tools are used for scheduling (e.g., Outlook, dedicated governance software)?
What is the policy for Meeting Venues (in-person, virtual, hybrid)?
What are the security requirements for the meeting venue when discussing classified HC matters?
What is the protocol for securing a virtual meeting (encryption, waiting room, passwords)?
What is the “Virtual Meeting Security Protocol”? (Document SP-HCCMT-D004)
How are hybrid meetings managed effectively?
What technology support is available for committee meetings?
What is the role of the Meeting Facilitator (if different from Chair)?
What is the process for determining and confirming a quorum?
What happens if a quorum is not met at the start of a meeting?
Can members attend by proxy? What is the proxy form? (Form SP-HCCMT-F005)
What are the expectations for member preparation before a meeting?
What is the protocol for late arrival or early departure?
What is the policy on distributing pre-reading materials? How far in advance?
What is the secure distribution method for classified pre-reads?
… (Continued to 230, covering catering, accessibility accommodations, timekeeping, and adjournment procedures).
4. Agendas, Documentation & Minutes (FAQs 231-300)
Who is responsible for drafting the meeting Agenda?
What is the standard template for a Committee Meeting Agenda? (Template SP-HCCMT-T003)
How are agenda items solicited and prioritized?
What is the deadline for submitting items for the agenda?
What is the process for adding an Urgent Item to the agenda at the meeting?
What is the standard structure of agenda items (e.g., for decision, for discussion, for noting)?
Who is responsible for preparing and distributing Supporting Papers for each agenda item?
What is the standard template for a Committee Paper? (Template SP-HCCMT-T004)
What are the guidelines for writing effective committee papers (executive summary, recommendation, options analysis)?
How are classified annexures to papers handled and referenced?
Who is responsible for taking the Minutes?
What is the standard template for Committee Minutes? (Template SP-HCCMT-T005)
What is the difference between Action Minutes and Verbatim Minutes? Which is used?
What must be captured in the minutes (decisions, actions, key points of discussion, dissenting views)?
What should not be included in the formal minutes?
How are minutes drafted and reviewed post-meeting?
What is the process for Circulation and Approval of draft minutes?
What is the timeline for distributing draft minutes?
What is the timeline for members to provide corrections/approvals?
How are corrections to draft minutes managed and incorporated?
… (Continued to 300, covering final sign-off by Chair, archiving of minutes and papers, and version control).
5. Decision-Making, Voting & Resolutions (FAQs 301-350)
What are the standard Decision-Making Methods (consensus, majority vote, Chair’s decision)?
When is a formal vote required?
What are the Voting Procedures (show of hands, secret ballot, roll call)?
What constitutes a Simple Majority vs. a Special Majority (e.g., 2/3)?
What is the policy on Abstentions?
What is the policy on Conflict of Interest during voting (member must recuse themselves)?
How is a member’s recusal from a discussion/vote recorded?
What is a Resolution and how is it formally worded?
What is the template for recording a Formal Resolution? (Template SP-HCCMT-T006)
How are resolutions numbered and indexed?
What is the process for Circulating a Resolution for written approval between meetings?
What is the “Circular Resolution” form? (Form SP-HCCMT-F006)
What is the validity period for a circular resolution?
How is an Action Item derived from a decision captured and assigned?
What is the “Action Item Register” template? (Template SP-HCCMT-T007)
How are action items tracked and followed up?
What is the process for ratifying decisions made under delegated authority?
What happens if a decision is challenged after the meeting?
What is the process for revisiting or rescinding a prior decision?
How are dissenting opinions formally recorded in the minutes?
6. Reporting, Accountability & Performance (FAQs 351-420)
To whom is each committee accountable?
What are the Reporting Requirements for each committee (e.g., to EXCO, Board, HC Head)?
What is the standard template for a Committee Progress Report? (Template SP-HCCMT-T008)
What is the frequency of reporting (e.g., quarterly report to EXCO)?
What is included in the Annual Committee Report?
How do committee reports integrate into the company’s integrated report?
How are committee decisions and policies communicated to relevant stakeholders (managers, employees)?
What is the “Decision Communication Plan” template for sensitive decisions? (Template SP-HCCMT-T009)
How is implementation of committee decisions monitored?
What is the process for a committee to request an implementation status update?
How is the Performance of the Committee evaluated?
What is the “Committee Effectiveness Assessment Questionnaire”? (Form SP-HCCMT-F007)
Who participates in the evaluation (members, Chair, stakeholders)?
How are assessment results used to improve committee operations?
What are the Key Performance Indicators (KPIs) for a high-functioning committee?
How does the committee ensure it is adding strategic value, not just administrative burden?
What is the process for a committee to commission an external review of its effectiveness?
How are committee resources and time expenditure justified to the business?
7. Special Protocols for Classified Committees (FAQs 421-460)
What are the additional security protocols for committees handling Classified Talent Data (e.g., succession plans, executive remuneration, disciplinary cases)?
What is the “Secure Committee Briefing” required before discussing Top Secret HC matters?
How are members verified and authenticated at the start of a classified session?
What is the policy on electronic devices in classified committee meetings?
How are physical documents for classified meetings handled, stored, and destroyed? (Procedure SP-HCCMT-P002)
What are the rules for discussing identifiable employee information in a committee setting?
What is the “Need-to-Know” principle applied within committee discussions?
How are minutes of classified sessions differentiated and secured?
What is the Compartmentalized Agenda technique for mixed-classification meetings?
What is the process for declassifying certain committee decisions for broader communication?
How are external members (e.g., independent RemCo members) granted access to classified data?
What is the process for handling a security breach related to committee materials?
What are the protocols for committees operating under Legal Privilege (e.g., discussing pending litigation)?
How are whistleblower reports handled within a committee to protect the whistleblower’s identity?
What is the protocol if a committee member becomes a security risk during their tenure?
8. Templates, Forms & System Administration (FAQs 461-500)
Where is the central repository (e.g., SharePoint, Governance Portal) for all P094 documents?
What is the mandatory document naming convention for committee files? (e.g., [CommitteeAcronym]_[YYYYMMDD]_[DocType]_[vX])
What is the Master Committee Register template? (Template SP-HCCMT-T010)
What software is used for Board/Committee Management (e.g., Diligent, BoardPAC, Simple)?
How do committee members access the secure portal for documents?
What training is provided on the committee management software?
Who is the system administrator for the committee management platform?
How are user permissions and access levels managed in the system?
How is the system used to track action items and decisions?
What integrations exist with the corporate calendar and email system?
What is the process for archiving a completed committee’s entire record?
What is the data retention schedule for committee documents (agendas, minutes, papers)?
What is the backup and disaster recovery plan for committee data?
How are electronic signatures used for circular resolutions and charters?
What is the helpdesk procedure for technical issues with committee systems?
How are templates version-controlled and updated?
Who approves changes to the standard templates?
What is the process for translating committee materials for global members?
How are committee records handled during a legal e-discovery process?
What is the process for an internal auditor to access committee records?
What is the “Committee Administration Checklist” for the committee secretary? (Template SP-HCCMT-T011)
How are FAQs about P094 maintained and updated?
Who is the document custodian for the P094 policy suite?
What is the process for suggesting an improvement to the committee governance framework?
How is the policy communicated to new Chairs and members?
What is the liaison process between the HC Committee Governance Office and Corporate Secretariat?
What is the annual calendar for committee governance activities (charter reviews, assessments, etc.)?
What is the process for generating a compliance report on committee activities?
What is the sunset policy for this FAQ document?
Who is the final point of contact for unresolved governance questions under NeftalyP094?
What is the template for a Committee Meeting Evaluation (post-meeting)? (Form SP-HCCMT-F008)
What is the “Visitor/Observer Confidentiality Undertaking” form? (Form SP-HCCMT-F009)
What is the template for a Committee Work Plan for the year? (Template SP-HCCMT-T012)
What is the process for a committee to request legal advice?
How are committee expenses (travel, accommodation for members) managed and reimbursed?
What is the “Committee Budget Tracker” template? (Template SP-HCCMT-T013)
How are committee activities reported in the HC function’s monthly dashboard?
What is the process for a committee to co-opt a specialist for a specific topic?
What is the “Co-Opted Member Agreement” form? (Form SP-HCCMT-F010)
What is the single source of truth for the current status of all HC committee actions and decisions?

Approved By:
Neftaly Malatjie
Chief Executive Officer