Logitech 2015 Annual Report Download - page 57

2015 Annual General Meeting Invitation, Proxy Statement
47 | – Proxy Statement
Corporate Governance and Board of Directors Matters
Please refer to the Company’s Compensation Report for
further information on the Compensation Committee’s
criteria and process for evaluating executive compensation.
Nominating Committee
The Nominating Committee is composed of at least
three members, with each of the members being non-
executive, independent directors. Among its duties, the
Nominating Committee:
• evaluates the composition of the Board of Directors
and its Committees, determines future requirements
and makes recommendations to the Board of Directors
for approval;
• determines on an annual basis the desired Board
qualifications and expertise and conducts searches
for potential directors with these attributes;
• evaluates and makes recommendations of nominees
for election to the Board of Directors; and
• evaluates and makes recommendations to the
Board concerning the appointment of directors
to Board Committees and the selection of Board
Committee chairs.
The Nominating Committee may and typically does retain
an executive search firm to assist with the identification
and evaluation of prospective Board nominees based on
criteria established by the Committee. For information
on the Nominating Committee’s policies with respect to
director nominations please see “Elections to the Board
of Directors” above.
The Nominating Committee currently consists of
Mr. Chua, Chairperson, Mr. Bousquette and Ms. Davis.
The Board of Directors has determined that Mr. Chua,
Mr. Bousquette and Ms. Davis meet the independence
requirements of the Nasdaq Stock Market listing
standards. Upon the Committee’s recommendation
of nominees for election to the Board of Directors, the
nominees are presented to the full Board. Nominees are
then selected by a majority of the independent members
of the Board. The Nominating Committee met six times
in fiscal year 2015. The meetings were held in person or
by teleconference and lasted approximately half-an-hour
to one hour.