Terms of Reference for Health and Safety Committee

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Terms of Reference for Health and Safety Committee

Policy:

Terms of Reference for Health and Safety Committee

Version:

3

Approved by:

Board of Directors

Date:

31 May 2018

Review Period:

Every 2 years

Sponsor:

Group Director of Operations

Methven Ltd Health and Safety Committee Terms of Reference v3

Health and Safety Committee ToRs 1.

Committee Purpose The Board Health and Safety Committee (the ‘Committee’) shall be a committee of the Board established by the Board of Methven Limited. The Committee’s purpose is to assist the Board of Directors in ensuring the Company has the appropriate health and safety frameworks, policies and practices to effectively manage, and continuously improve, the health and safety at Methven. Methven’s Health and Safety vision is “To be recognised as an industry leader in setting standards where health and safety is an integral part of the culture of doing business, in all Methven places of work, for staff, contractors and visitors, through proactive and practical application”. This supports our vision to be regarded as the best workplace, seeking to understand and improve employee engagement and where a great workplace is a shared responsibility and effort, that upholds our value that we are in this together.

2.

Committee Objectives The primary objective of the Committee is to assist the Board to provide leadership and policy in discharging its health and safety management governance responsibilities within the Company, and consistent with the Committee’s Purpose and Vision, and relevant health and safety laws. In particular, the Committee will assist the Board in exercising due diligence to:

3.

1.

Verify that health and safety processes and systems are in place and being used;

2.

Ensure Methven complies with its duties under health and safety laws;

3.

Review and ensure internal control systems are adequately implemented by management in the health and safety area to meet all legislation.

4.

Ensure Methven has appropriate processes for receiving, considering and responding to incidents, hazards, and risks.

5.

Review the health and safety reporting.

6.

Monitor the implementation and effectiveness of the above.

Composition The members of the Committee, and the Chair of the Committee are appointed and removed by the Board. The Chair of the Committee will be a Board member. There are to be a minimum of three members, two of whom are to be non-executive directors.

Methven Ltd Health and Safety Committee Terms of Reference v3

All Directors of the Board, and the Group CEO are entitled to attend any meeting of the Health and Safety Committee.

4.

Meetings The Committee’s policy is for a quorum of three members, of which two must be independent. The Committee will meet at least two times a year. Members of the Committee may participate by way of telephone conference. Reasonable notice of meetings and the business to be conducted are to be given to members of the Committee, the Group CEO, and anyone else deemed necessary to attend. Any member of the Committee or the Group CEO may request a meeting of the Committee at any time if they consider it necessary. The Committee may have in attendance at its meetings, members of Management and any other persons or advisors as it considers necessary to provide appropriate information and advice. The Company’s constitution shall govern the regulation and proceedings at the Committee’s meeting. Minutes are to be kept for every meeting.

5.

Responsibilities The Committee is required to: 1.

Review, monitor and make recommendations to the Board on the Company’s health and safety risk management framework and policies to ensure that the Company has clearly set out its commitments to manage health and safety matters effectively.

2.

Review and make recommendations for Board approval on strategies for achieving health and safety objectives.

3.

Review and recommend for Board approval targets for health and safety performance and assess performance against those targets.

4.

Monitor the Company’s compliance with health and safety policies and relevant applicable law.

5.

Ensure that the systems used to identify and manage health and safety risks are fit-for-purpose, being effectively implemented, regularly reviewed and continuously

Methven Ltd Health and Safety Committee Terms of Reference v3

improved. This includes ensuring that the Board is properly and regularly informed and updated on matters related to health and safety risks.

6.

6.

To be actively involved in health and safety including site walks, wherever practical, and review of targeted risk areas during such walks.

7.

Ensure the Company effectively manages health and safety related incidents and consider appropriate actions to minimise the risk of reoccurrence.

8.

Make recommendations to the Board regarding the appropriateness of resources available for operating the health and safety management systems and programmes.

Authorities The Committee does not take action or make decisions on behalf of the Board unless specifically mandated by a minuted resolution. The Committee is authorised by the Board, at the expense of the Company, to obtain outside information and advice and to consult with Management and consultants or advisors with relevant experience, as it thinks necessary for carrying out its duties. The Committee may conduct or authorise investigation into any matters within the Committee’s responsibilities.

7.

Reporting and Accountability After each meeting, the Chair of the Health and Safety Committee will report the Committee’s recommendations, findings and activities to the Board. The minutes of Committee meetings will be circulated to members of the Board. Extracts of the minutes are made available to members of Management and other Company Officers as the Board directs, in order for Company Officers to properly carry out their functions. The Board will review annually the Committee’s performance to its objectives and responsibilities under these Terms of Reference.

8.

Reference •

Methven Health and Safety Policies.

Methven Ltd Health and Safety Committee Terms of Reference v3

9.

Definitions

Term Board

Definition The Board of Directors of Methven Limited.

Company

Methven Limited and its subsidiary companies together or individually as the context implies.

CEO

The Chief Executive Officer of the Methven Group and/or the CEOs or Presidents of its subsidiaries as the context implies.

Management

Includes any Methven employees relevant to a H&S discussion.

Committee

The Health and Safety Committee.

Methven Ltd Health and Safety Committee Terms of Reference v3