While using Teravent and its associated services, you must read and understand Teravent's applicable policies, including this Appointments Policy and the Teravent Privacy Policy.
Effective on April 17, 2025.
This policy outlines the principles and procedures followed by Teravent Limited for appointments to the Board of Directors, Leadership Team, Internal Committees, and the Teravent Expert Network. It ensures transparency, accountability, and alignment with Teravent's mission and governance standards.
Appointments to the Teravent Board are governed by the Company's Articles of Association, which define the rights and responsibilities of shareholders in shaping Board composition. A majority of Directors must be appointed in accordance with the decisions of the majority shareholders. The Ordinary Shareholders, acting by holders of a majority of Ordinary Shares, retain the authority to appoint, maintain, and remove the number of Directors required to form a majority of the Board.
Any institutional or strategic investor holding at least a defined minimum equity stake (e.g., 10%) is granted the right to appoint one Director (the "Investor Director"), remove that Director, and nominate a successor.
These governance rules ensure that the Board's composition appropriately represents both the controlling shareholders and significant long-term investors, supporting continuity, accountability, and overall governance stability.
Leadership appointments - including positions such as the Chief Scientist, senior functional heads, and other key executives - are made through a structured and transparent process overseen by the Chief Executive Officer (CEO) in close consultation with the Board.
Teravent may create committees to strengthen governance, support decision-making, and ensure effective oversight of critical areas within the organisation.
4.1 Board Committees: The Board has the authority to establish formal Board Committees in accordance with the Company's Articles of Association. These committees operate under Board-approved terms of reference defining their purpose, scope, responsibilities, and reporting requirements.
4.2 Internal Committees: Teravent's Leadership Team may form internal committees to address specific functional priorities or cross-departmental initiatives. Internal committee appointments follow these principles:
- Skills- and Expertise-Based Membership: Members are selected based on the technical knowledge, experience, and capabilities required for the committee's work.
- Leadership Oversight and Voting: Where needed, the Leadership Team may conduct a vote to confirm committee membership or resolve selection decisions.
- Appropriate Seniority: Committees must include individuals at a sufficiently senior level to ensure effective decision-making, authority to act, and accountability for outcomes.
- Diversity and Balanced Representation: Teravent encourages diversity of background, discipline, and perspective in committee composition.
The Teravent Expert Network is a global ecosystem of independent specialists, research institutions, universities, and sector-focused organisations that provide authoritative insight, peer review, and scientific guidance across Teravent's climate, carbon removal, and sustainability initiatives.