Board of Directors

The Board comprises of five non-executive Directors, William Maltby (Chairman), Wilken von Hodenberg (Senior Independent Director), John Falla, Trudi Clark and Peter von Lehe. All Directors other than Peter von Lehe are regarded as independent Directors.

The Board delegates certain responsibilities and functions to the Audit Committee, which comprises all of the independent Directors and the Chair is John Falla.

The Audit Committee meets at least three times a year. The members of the Audit Committee consider collectively that they have the requisite skills and experience to fulfil the responsibilities of the Audit Committee.

The Audit Committee provides oversight and reassurances to the Board, particularly with respect to financial reporting, audit and risk management. They will review the scope and results of the external audit and the independence and objectivity of the external auditors, including the provision of non-audit services. See NBPE’s Audit Committee Terms of Reference for further details.

The Company has established a Management Engagement Committee which comprises all of the independent Directors and the Chair is Trudi Clark.

The Management Engagement Committee meets at least once a year.

The Management Engagement Committee’s principal function is to review annually the terms of the Investment Management Agreement between the Company and the Investment Manager. The Management Engagement Committee also reviews annually the performance and terms of engagement of key service providers. See NBPE’s Management Engagement Committee Terms of Reference for further details.