Expert: Leo Lingham - 10/11/2009

Question
4.   Explain the concept of Human Resource Development.  Discuss the principle in designing HRD system in any organization you may be familiar with.  Briefly describe the organization you are referring to.

5.   Explain the basic principles of compensation policies and its objectives.  Discuss the executive compensation system of any organization you are familiar with.  Does compensation system motivate the executives, explain with examples?


Answer
DEBARATA,
HERE  IS  SOME  USEFUL  MATERIAL.
REGARDS
LEO LINGHAM
=======================

4.Explain the concept of Human Resource Development. Discuss the principle in designing HRD system in any organization you may be familiar with. Briefly describe the organization you are referring to.


HRD  is   described   as:

an omnivorous discipline, incorporating over the years almost any theory or practice that would serve the goal of learning in the context of work. Like an amoeba, it has ingested and taken nourishment from whatever it deemed expedient in the social and behavioural SCIENCES  , in learning theory and business.

Three assumptions on which it is based:

1.HRD is based on the research and theories drawn from the field of adult education and is different from the learning that occurs in children. Learning is based on creating the arrmpriate circumstances in which adults can learn and thereby change behaviour.

2.   HRD is concerned with improved performance within the work environment. It is not concerned with improving people's health or their personal relations with their family.

3.   HRD utilizes the theories of change and how these relate to the organization. Change affects individuals, groups and the organization and HRD is predominantly concerned with the change of individuals.


definition of HRD:

Human resource development is the study and practice of increasing the learning capacity of individuals, groups, collectives, and organisations through the development and application of learning‑based interventions for the purpose of optimising human and organisational growth and effectiveness.

HRD is the integrated use of training and development, career development, and organisation development to improve individual and organisational effectiveness.


The  people placed the following subjects under the umbrella HRD : training and development, organizational development, human resource planning, and career planning.

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A number of strategic pressures have contributed to the increasing importance and Strategic role of HRD and these mducle:

*accelerated rate of change;
* focus on quality;

*globalization of business;

*increased flexibility and responsiveness of organizations;

*increased pressure to demonstrate the contribution of human resources;

*new competitive structures;

*new   technology.
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Yet, today's business environment requires that HRD not only supports the business strategies or organisations, but that it assumes a pivotal role in the shaping of business strategy. ... As a primary means of sustaining an organisation's competitive edge, HRD serves a strategic role by assuring the competence of employees to meet the organisation's present performance demands. Along with meeting present organisational needs, HRD also serves a vital role in shaping strategy and enabling organisations to take full advantage of emergent business strategies.



Strategic HRD can be viewed as a proactive, system‑wide intervention, with it linked to strategic planning and cultural change. This contrasts with the traditional view of training and development as consisting of reactive, piecemeal interventions in response to specific problems. HRD can only be strategic if it is incorporated into the overall corporate business strategy. It is in this way that the HRD function attains the status it needs to survive and to have a long term impact on overall business performance and respond to significant competitive and technological pressures.

. Strategic HRD enables:

•   the organization to respond to challenges and opportunities through the identification and delivery of HRD interventions;

•   individuals, supervisors, line managers and top managers to be informed of their roles and participate in HRD delivery;

•   management to have operational guidelines which explain the reasons for investment in HRD;

•   information to be disseminated which explains the training, education, development and learning opportunities available for employees;

•   a policy statement to explicitly describe the relationship between the objectives of the organization and the HRD function;
•   a positive public relations awareness for new and potential employees to know that skills deficiencies will be provided for;

•   the continuous assessment of learning and development opportunities for its employees and thereby enabling them to advance their careers and support organizational growth;

•   clearly specified objectives and targets that enable the HRD function to be evaluated against strategic requirements;

•   policies which relate the HRD function to the other operating functions;

•   training, education, development and learning opportunities to have a coordinated role within a systematic process.
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COMPETENCIES  AND  HRD

Technical Competencies

1. Adult Learning Understanding*
2. Career Development Theories and Techniques Understanding
3. Competency Identification Skill*
4. Computer Competence
5. Electronic Systems Skill
6. Facilities Skill
7. Objectives Preparation Skill*
8. Performance Observation Skill
9. Subject Matter Understanding
10. Training and Development Theories and Techniques Understanding
11. Research Skill

Business Competencies

12. Business Understanding*
13. Cost‑benefit Analysis Skill
14. Delegation Skill
15. Industry Understanding
16. Organizational Behaviour Understanding*
17. Organizational Development Theories and Techniques Understanding
18. Organization Understanding
19. Project Management Skill
20. Records Management Skill

Interpersonal Competencies

21. Coaching Skill
22. Feedback Skill*
23. Group Process Skill
24. Negotiation Skill
25. Presentation Skill*
26. Questioning Skill*
27. Relationship Building Skill
28. Writing Skill*

Intellectual Competencies

29. Data Reduction Skill
30. Information Search Skill*

31. Intellectual Versatility*
32. Model Building Skill
33. Observing Skill*
34. Self‑knowledge
35. Visioning Skill

*core competency
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HRD   SYSTEMS/   SUBSYSTEMS   INCLUDE

-org. learning
-training
-education
-development
-Training  evaluation
-e learning
-management  development
-career planning
-career development.
-induction
-orientation
-performance management
-personal development
-KNOWLEDGE  MANAGEMENT
-WORKLIFE  PROGRAMS
etc etc
==========================================
THE HRD   HAS  BE  USED/ IS  USEFUL  IN  MANY  AREAS.

The broad scope of HRD, to introduce methods to address the development of individuals and organizations.
ASSESSMENT OF NEEDS -the first step. This sounds simple, but we are often in too much of a hurry. We implement a solution, sometimes the correct intervention but not always. But we plan, very carefully and cautiously, before making most other investments in process changes and in capital and operating expenditures. We need to do the same for HRD -- implement the appropriate planning. This needs assessment and planning will lead to several possible ways to improve performance. (Of course, one of these is to do nothing! -- we may decide to focus on other activities with greater impact and greater value.)
PROGRAM DESIGN, DEVELOPMENT & EVALUATION. We need to consider the benefits of any HRD intervention before we just go and do it: What learning will be accomplished? What changes in behavior and performance are expected? Will we get them? And of prime importance -- what is the expected economic cost/benefit of any projected solutions?
TRAINING & DEVELOPMENT-- acquiring knowledge, developing competencies and skills, and adopting behaviors that improve performance in current jobs, including: adult learning theory and applications, instructional systems design, train-the-trainer programs, and instructional strategies and methods.
ORGANIZATION DEVELOPMENT -- the diagnosis and design of systems to assist an organization with planning change. OD activities include: change management, team building, learning organizations, management development, quality of work life, management by objectives, strategic planning, participative management. organizational restructuring, job redesign, job enrichment, centralization vs. decentralization, changes in the organization's reward structure, process consultation, executive development, action research, third party interventions, and more.
CAREER DEVELOPMENT  -- activities and processes for mutual career planning and management between employees and organizations. Changes in our organizations (including downsizing, restructuring, and outsourcing) are resulting in more empowerment for employees. The responsibility for our own career development is downloaded to us. (Translation: career ladders are gone; career development is now the responsibility of the individual.)
ORGANIZATION RESEARCH & PROGRAM EVALUATION -- an exploration of methods to evaluate, justify, and improve on HRD offerings.
HRD can give you the tools you need to manage and operate your organizations. Everything -- production, management, marketing, sales, research & development, you-name-it -- everything may be more productive IF your people are sufficiently motivated, trained, informed, managed, utilized and empowered.
===========================================================================
THE HRD   HAS  BEEN   USED  IN   THIS   ORGANIZATION   IN  MANY  AREAS.

The HRS   is  used  to  address the development of individuals and organizations.
ASSESSMENT OF NEEDS -the first step. This sounds simple, but we are often in too much of a hurry. We implement a solution, sometimes the correct intervention but not always. But we plan, very carefully and cautiously, before making most other investments in process changes and in capital and operating expenditures. We need to do the same for HRD -- implement the appropriate planning. This needs assessment and planning will lead to several possible ways to improve performance. (Of course, one of these is to do nothing! -- we may decide to focus on other activities with greater impact and greater value.)
PROGRAM DESIGN, DEVELOPMENT & EVALUATION. We need to consider the benefits of any HRD intervention before we just go and do it: What learning will be accomplished? What changes in behavior and performance are expected? Will we get them? And of prime importance -- what is the expected economic cost/benefit of any projected solutions?
TRAINING & DEVELOPMENT-- acquiring knowledge, developing competencies and skills, and adopting behaviors that improve performance in current jobs, including: adult learning theory and applications, instructional systems design, train-the-trainer programs, and instructional strategies and methods.
ORGANIZATION DEVELOPMENT -- the diagnosis and design of systems to assist an organization with planning change. OD activities include: change management, team building, learning organizations, management development, quality of work life, management by objectives, strategic planning, participative management. organizational restructuring, job redesign, job enrichment, centralization vs. decentralization, changes in the organization's reward structure, process consultation, executive development, action research, third party interventions, and more.
CAREER DEVELOPMENT  -- activities and processes for mutual career planning and management between employees and organizations. Changes in our organizations (including downsizing, restructuring, and outsourcing) are resulting in more empowerment for employees. The responsibility for our own career development is downloaded to us. (Translation: career ladders are gone; career development is now the responsibility of the individual.)
ORGANIZATION RESEARCH & PROGRAM EVALUATION -- an exploration of methods to evaluate, justify, and improve on HRD offerings.
HRD can give you the tools you need to manage and operate your organizations. Everything -- production, management, marketing, sales, research & development, you-name-it -- everything may be more productive IF your people are sufficiently motivated, trained, informed, managed, utilized and empowered.

The  organization, I am  familiar  with  is  a
-a  large  manufacturer/ marketer of  safety products
-the products  are  used  as  [personal  protection safety] [ industrial  safety]
-the products  are  distributed through  the distributors as well as  sold directly
-the  products  are  sold  to various  industries like  mining/fireservices/defence/
as  well  as  to  various  manufacturing  companies.
-the  company employs  about  235  people.
-the  company  has  the following  functional   departments
*marketing
*manufacturing
*sales
*finance/ administration
*human resource
*customer  service
*distribution
*warehousing/  transportation
*TQM  
==============================================

THE  BEST  WAY  OF  MEASURING   THE  IMPACT  OF   HRD
ON  THE   ORGANIZATION   IS ---THE  FINAL  OUTCOME.

THE  CLIENT  IS   GROWING  AT THE  RATE  OF   20%  OVER
THE  LAST  4  YEARS , ANNUALLY.

THE  ROI HAS  MAINTAINED  A   STEADY 18%  OVER  THE  LAST
4  YEARS.

ON THE  QUALITATIVE SIDE,  THE  MIDDLE/   SENIOR  MANAGERS
ARE  EARNING  THEIR  BONUS---15%  OF  THEIR   ANNUAL  INCOME
THROUGH   THEIR  EFFECTIVENESS/  EFFICIENCY.
=====================================================
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5.Explain the basic principles of compensation policies and its objectives. Discuss the executive compensation system of any organization you are familiar with. Does compensation system motivate the executives, explain with examples?


1.Summarise the recent trend of reward systems in India.
The  current  trend  is  one  of  integrated  reward   approach.
Reward system usually mean the financial reward on organization gives its employees in return for their labour. While the term reward system, not only includes material rewards, but also non-material rewards. The components of a reward system consist of financial rewards (basic and performance pay) and employee benefits, which together comprise total remuneration. They also include non-financial rewards (recognition, promotion, praise, achievement responsibility and personal growth) and in many case a system of performance management. Pay arrangements are central to the cultural initiative as they are the most tangible expression of the working relationship between employer and employee.
The  integrated reward  system  includes:
Job evaluation and profiling
·   Defining key performance indicators
·   Analysis and modification of pay levels and structures to reflect both internal and market relativities
·   Designing of performance evaluation processes
·   Structuring of individual, team and corporate performance bonuses
Social climate surveys with focus on remuneration
·   Designing flexible benefits plans
·   Implementation of new reward components in compensation package
·   Implementation and assistance in change communications
·   Training for internal specialists in reward structure planning and maintenance

Performance Based Reward is based on the definition of key performance indicators identified as part of job evaluation, and linking these indicators with reward components. A combination of performance measuring system and additional motivational components delivers an integrated performance-based reward system.
Flexible Benefit Schemes are a modern approach to the management of budgets for staff remuneration. Employee benefits constitute a considerable portion of staff costs, but they are often expended without the desired effect since employees do not perceive the full value of benefits. This system   increases  the   effectiveness and enable better control.
Why reward system is required?
These components will be designed, developed and maintained on the basis of reward strategies and policies which will be created within the context of the organizations between strategies, culture and environment: they will be expected to fulfill the following broad aims;

1. Improve Organizational Effectiveness: Support the attainment of the organization's mission, strategies, and help to achieve sustainable, competitive advantage.

2. Support and change culture: Under pin and as necessary help to change the 'organizational culture' as expressed through its values for performance innovation, risks taking, quality, flexibility and team working.

3. Achieve Integration: Be an integrated part of the management process of the organization. This involves playing a key role in a mutually reinforcing and coherent range of personal policies and process.

4. Supportive Managers: Support individual managers in the achievement of their goals.

5. Motivate Employees : Motivate employees to achieve high levels of quality performance.

6. Compete in the Labour Market: Attract and retain high quality people.

7. Increased Commitment: Enhance the commitment of employees to the organization that will a) want to remain members of it, b) develop a strong belief in and acceptance of the values and goals of the organization and c) be ready and willing to exert considerable effort on its behalf.

8. Fairness and Equity: Reward people fairly and consistently according to their contribution and values to the organization.

9. Improved Skills : Upgrade competence and encourage personal development.

10. Improved Quality: Help to achieve continuous improvement in levels of quality and customer service.

11. Develop team working : Improve co-operation and effective team working at all level.

12. Value for money: Pride value for the money for the organization.

13. Manageable: Be easily manageable so that undue administrative burdens are not imposed on managers and members of the personal department.

14. Controllable: Be easily controllable so that the policies can be implemented consistently and costs can be contained within the budget.
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2.Analyse it with respect to your organisation or an organisation you are familiar with and discuss its impact on productivity. Describe the organisation you are referring to.

Describe the organisation you are referring to

The  organization, I am  familiar  with  is  a
-a  large  manufacturer/ marketer of  safety products
-the products  are  used  as  [personal  protection safety] [ industrial  safety]
-the products  are  distributed through  the distributors as well as  sold directly
-the  products  are  sold  to various  industries like  mining/fireservices/defence/
as  well  as  to  various  manufacturing  companies.
-the  company employs  about  235  people.
-the  company  has  the following  functional   departments
*marketing
*manufacturing
*sales
*finance/ administration
*human resource
*customer  service
*distribution
*warehousing/  transportation
*TQM  
==============================================
THE  ORGANIZATION ,  I  ASSOCIATED  WITH  
HAVE  THE  FOLLOWING  SYSTEM

The  Reward systems focus on positive reinforcement. Positive reinforcement is the most effective tool for encouraging desired behavior because it stimulates people to take actions because they want to because they get something of value (internally or externally) for doing it. An effectively designed and managed reward program can drive an organization's change process by positively reinforcing desired behaviors.
The SMART criteria.
These criteria  used when designing and evaluating programs. Programs should be:
Specific. A line of sight should be maintained between rewards and actions.
Meaningful. The achievements rewarded should provide an important return on investment to both the performer and the organization.
Achievable. The employee's or group's goals should be within the reach of the performers.
Reliable. The program should operate according to its principles and purpose.
   *Timely. The recognition/rewards should be provided frequently enough to make performers feel valued for their efforts
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Performance Management.  
The process of performance management reflects how the work gets done and creates the environment in which people feel valued for their achievements. The performance management process includes four critical components:
Focus on what is important to change or be improved.
Measures to determine whether and how much progress is being achieved.
Feedback so that performers will know whether and how much progress is being achieved.
Reinforcement so that everyone celebrates achievements as they are unfolding.
Indicators of successful performance management include the following:
All measures are understood by the employees, who can describe the importance of their activities to the agency. Measures address results and behaviors/processes.
A tracking system is used to monitor performance in the areas identified.
The performance measures and progress are displayed in a public area.
Data on the performance charts is current.
The team leaders/managers are actively engaged in coaching staff members and providing assistance to improve performance.
Periodic celebrations mark achievements as they are realized. These celebrations are regarded positively by employees.
Data indicate performance is improving.

Recommend that organizations:
focus on variables critical to success;
create timely, chart-oriented feedback;
create celebrations that mean something to the performers;
use performance reviews as an opportunity to reflect "how we won" and "how we lost" make them as often as necessary to cement the learning;
anchor the memory of achievements achievement-oriented firms measure a lot, accomplish milestones frequently, and do much celebrating;
don't rely on annual performance appraisals as the sole source of feedback;
when designing programs, avoid copying programs used by other organizations; and
don't make the design process into the "let's make a form" game.
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THE  REWARD   SYSTEM  IS  TWO-FOLD
1.RECOGNITION  FOR  PERFORMANCE.

2.PAYMENT. WHICH   INCLUDES
-base pay
-cost  of  living  rise
-merit INCREASE , which  is based  on
*performance  against  the KEY  PERFORMANCE  INDICATORS.
*bonus  for  exceptional  performance  with  the  scope of the  job  position
===============================================================
==========================

Compensation philosophy is the set of values and beliefs that an organization has in regards to compensation
decision-making. This often is combined with a set of guiding principles that further assist in compensation administration.
The collection of decisions that the firm has
made over a period of time constitutes a compensation set of beliefs and values — a compensation philosophy —
regardless of whether or not the firm has actually committed those ideas to a formal document. Compensation strategy is
used to guide the design of specific compensation decisions.

Differences in compensation philosophies are widespread. Thus, some organizations believe in the widespread use of
incentive compensation, while others only apply incentive compensation to a very narrow group of employees who are
believed to affect the bottom line.  Another  illustration may be found in the examination of the behavior of firms who seek to apply compensation levels “at the  midpoint.” These firms differ philosophically from those firms that seek to pay at the top of the market, thus enabling them to attract the highest caliber employees that they can find. Business settings often explain these differences. Some
firms are proportionally more generous to certain levels of exempt employees, while others believe in principles of
achieving widespread equity across all employees. The openness with which compensation decisions are made, and the
degree of stakeholder involvement in those decisions, is yet another example of philosophical differences that may exist
between organization.

Needless to say, compensation is a key issue for the high performance organization, as the employee and management
systems utilized by the organization must be reinforced through the rewards structure. Again, our experience is
telling in avoiding making compensation unduly controversial, thus adversely affecting the very heart of the high
performance system.

Compensation administration includes a collection of activities required to sustain the effectiveness of a compensation
strategy. Thus issues ranging from labor market surveying to performance management to skill certification and peer
review come under this umbrella. Involving stakeholders in compensation administration can reinforce the values and
beliefs underlying the compensation philosophy and strategy.

AS  PART  OF  THE  ALIGNING  PROCESS, THE  FOLLOWING
FACTORS  ARE  TAKEN  INTO  CONSIDERATION.

1.Employee Inputs and Preferences
• Perceptions of external pay equity
• Perceptions of internal pay equity
• Pay delivery beliefs
— Form (cash, gainsharing, benefits)
— Method (individual, small group, large group)
• Risk tolerance
• Trust in management

2.Business and Operating Inputs
• Operations and Manufacturing strategy
• Sales development strategy
• Percentage of compensation costs to total product/
service costs
• Percentage of compensation costs to controllable
product/service cost
• Existing markets/products
• Potential markets/products
• Anticipated volume
• Reinforce/enhance work design
• Maintain cultural change processes
• Other operating issues

3.Industry and Labor Market Practices
and Trends
• Availability and quality of work force
• Industry practices
• Retention of work force
• Retention of key contributors
• Wage/salary levels and movement
• Wage/salary delivery charges

4.Compensation Philosophy and Objectives
• How much emphasis should be placed on rewards to
drive organization
• What issues are to be driven by compensation as
opposed to management practices
• Market definition (exempt and non-exempt)
• Method of delivery
• Targeted position in labor market
• Targeted position in product market
• Relationship within total company
• Relationship to selection and retention
• Portion of pay guaranteed and at risk
• Percentage of workforce bonus eligible

5.Base Pay Delivery
• Method of delivery — Job-based vs. individual-based
• Number of levels
• Structure of levels
• Pricing strategies
• Adjustment method
• Weighting of individual performance

6.Organization Performance or Variable Pay
• Role in total compensation strategy
• Structure
• Measures
• Targets
• Tolerance for pay at risk
• Risk - reward ratios
• Use of other monetary rewards
• Use of non-monetary rewards
• Individual performance recognition

7.Fringe Benefits
• Usually determined at corporate level; limited scope at
other levels
• Tie to business and human resource objectives
• Coverage
• Cost
• Communications (Purpose - Coverage - Value)

8.Compensation Administration
• Stakeholder role in compensation administration
• Performance management & evaluation
• Overtime policy (exempt & non-exempt)
• Shift differentials
• Attendance policynce
• Role of seniority

Compensation decisions should be fully integrated into the organization’s business and operations strategy, through
its compensation philosophy. The design of compensation systems should be subsequent to, and not precede, this key
analysis and decision point. For the high performance firm, an appropriate level of employee involvement can further
reinforce the organization’s general beliefs and values.
==========================================
================================================
#####======


===========gning Compensation Strategy

Once a philosophy and
objectives are developed, the four
elements of compensation can be
determined. Base pay structures
deliver to employees their wage or
salary. Employees typically receive
90-100% of the cash compensation
and two-thirds of their total
compensation from their base pay.
Variable pay plans are organizational
systems for sharing the
economic benefits of improved
productivity, cost reductions,
quality, and overall business
performance in the form of regular cash bonuses. Most variable pay plans incorporate existing, or develop enhanced,
systems of employee involvement. To develop a variable pay plan system requires examination of existing management
and compensation practices.
In most cases fringe benefit structures are set at a corporate level and are highly influenced by legal requirements.
From the point of view of compensation strategy, fringes represent a substantial cost of total compensation and therefore
must be considered as a strategic cost. Organizations derive little if any behavioral change from this portion of compensation.
Fringes can influence attraction and retention.
Compensation administration includes a collection of activities required to sustain the effectiveness of a compensation
strategy. Thus issues ranging from labor market surveying to performance management to skill certification and peer
review come under this umbrella. Involving stakeholders in compensation administration can reinforce the values and
beliefs underlying the compensation philosophy and strategy.


======================================


HR must play key role in executive pay.

“But HR should clearly be part of this  EXECUTIVE   COMPENSATION  
because we are talking about human capital.”


By not getting involved in executive compensation, HR executives are losing the opportunity to influence company strategy in a key area that they should understand completely: leadership development and succession planning.


REMEMBER,  AND   SHARE  CONCERN .

“The typical pattern is that a company pays an executive a big package to come in and take over and promises to pay them if it doesn't work out.”

''Companies with strong succession planning and leadership development, however, can deflect this problem by promoting from within. But HR needs to help management see this link.''

“A lot of companies are very concerned about disclosure,”

''Companies are concerned about disclosing specific performance targets, like market share in a new area or business unit goals, that could reveal their business plans to competitors.''

HR executives can help their companies determine  the  executive package.
=======================================================
A  SUGGESTED   APPROACH.

APPOINT   A
HUMAN RESOURCES AND COMPENSATION COMMITTEE

WHICH  could comprise  
*CEO  OR  EXECUTIVE  DIRECTOR
*FINANCE  PERSON
*HR  PERSON-----the  secretary / coordinator of  the  committee
and  involve  another  functional  person  as   required  like
marketing  director  or  manufacturing  director.
==========================================
1. ROLE OF THE COMMITTEE
The Human Resources and Compensation Committee shall have
broad responsibility for overseeing the development of management succession plans, for
assisting the board in the discharge of its responsibilities relating to the development and
implementation of compensation policies and programs.

2. MEETINGS
The committee shall meet as required. It may invite such members of management to its
meetings as it may deem desirable or appropriate, subject to the maintenance of
confidentiality where required. The committee shall produce written minutes of its
meetings and shall provide the board with a report of its activities and proceedings at the
next regularly scheduled meeting of the board.

3. RESOURCES AND AUTHORITY OF THE COMMITTEE
The committee shall have the resources and authority appropriate to discharge its duties
and responsibilities, including the authority to retain counsel or other experts, as it deems
appropriate, without seeking approval of the board or management. The committee shall
have the authority to set and pay the compensation of any advisors it engages.  

THE  HR  PERSON   WILL  ORGANIZE  THE  FOLLOWING
-current  compensation  packages, as  it exists in  the  organization.
-current  market  surveys  on  salaries.
-benchmark  of  the  competitive  situation.
-metrics used  for  the  current  situation.
-metrics  trend  in  the  market.
-demand  and  supply  in  the  job  market.
-skills, knowledge  and   competencies  required  for positions.
-current  succession plan.
-current  performance   management  systems/ reviews
etc etc  

4. DUTIES AND RESPONSIBILITIES OF THE COMMITTEE
Succession Planning and Compensation
1. To ensure that processes are in place to deal with the development of and
succession plans for executive and senior managers and to review reports thereon
regularly  as  required.
2. To consider the annual review of the executives'  performance as jointly performed by
the Chair of the committee and  to subsequently review
this evaluation with the full board.
3. To oversee on behalf of the board the  executive  succession planning process.
4. To establish the corporation’s general executive  compensation philosophy and oversee the
development and implementation of compensation policies and programs for
executive and senior managers.
5. To make recommendations to the board on any new equity-based compensation
plan or on any material changes to existing plans.
6. To review annually and recommend for board approval (i) the corporate goals and
objectives related to annual incentive compensation for the executives; (ii) annual
incentive bonus payments to the executives;
7. To review and approve management recommendations related to salary increases
and annual incentive payments to executive and senior managers.
8. To review and recommend for board approval any employment, change of
control, or similar agreements; to approve any severance or similar termination
payments proposed to be made to any current or former executive or senior
managers and to recommend for board approval any such payments proposed to
be made to the executives.
9. To prepare and issue an annual report of the committee on Executive
Compensation for inclusion   for  the BOARD  MEETING.
10. To make recommendations to the board on  EXECUTIVE  appointments.
11. To provide advice in respect of general personnel policy and employee wage and
benefit programs, including recommending for board approval any proposed
changes to  the  benefits.
14. To perform such other functions as are assigned to it to assist the board in its
oversight and monitoring of compensation  policies and practices.

Responsibilities of the HR  include the following:
1. SUPPORT  the  chair at all meetings of the committee.
2. Facilitate the effective operation and management of, and provide leadership to,
the committee.
3. Develop the agenda for each meeting of the committee and bring forward for
consideration matters within the mandate of the committee.
4. Take all reasonable steps to ensure that committee decisions are implemented.
5. Facilitate the committee’s interaction with management, the board and other
committees of the board.
6. Report to the Board on committee activities and issues.
7. Evaluate, along with the Chair  the  current  executives'   performance.
8. Perform such other duties and responsibilities as may be delegated to the Chair by
the committee from time to time.

ANNUAL REVIEW
The committee will review this charter at least annually and recommend any changes to
the full board of directors.
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