The Board is responsible for oversight into the conduct of the Company’s management. Their fundamental objectives are to oversee the Company’s strategic direction, to enhance long-term shareholder value, and to ensure the Company operates in a safe and reliable manner while meeting its obligations on an ongoing basis. The Board is accountable to, and considers the legitimate interests of, our shareholders, and other stakeholders such as government authorities, employees, contractors, customers, communities, and the public. The Board, through the Chief Executive Officer, sets the standards of conduct throughout the enterprise, provides direction and oversight, approves strategic plans presented by senior management, and evaluates the performance of senior management.
In 2015, the Nevsun Board was composed of six members, five of whom were independent, non-executive directors, including the Chairman of the Board.
Our Board members have held senior leadership positions in the mining, accounting, engineering or legal professions, and have a breadth of experience and familiarity with the challenges related to mining and operating in geographically diverse jurisdictions, and in doing business in developing countries.
The Nevsun Board has six committees (the “Board Committees”), including the  Audit Committee,  Corporate Governance and Nominating Committee,  Human Resources Committee,  Social, Environmental, Health and Safety Committee,  Special Committee, and  Litigation Committee.
The Company understands the benefits of a diversified workforce, including promoting the level of female representation and other types of diversity, and diversity is one of many factors that are used in consideration of hires and promotions. In identifying and considering potential candidates for executive appointments, the Board also considers factors such as years of service, regional background, merit, experience and qualifications. In addition, the relative diversity of the Company’s executive team is also driven by other factors, many of which are outside of the control of the Company, including the level of staff turnover, the candidates that are available with the necessary skills and experiences required to satisfy the Company’s needs and requirements for the position when hiring and promotion opportunities arise, and various other factors. Accordingly, the Board does not set specific gender representation targets when identifying potential candidates to executive officer positions, but does consider diversity and where possible seeks to ensure a representative list of women is included among the group of prospective candidates for executive positions.
The Corporate Governance and Nominations Committee made recommendations to the Board for consideration regarding a gender diversity policy in 2015. The Board subsequently passed this policy on December 10, 2015.