The next Annual General Meeting of IITPSA NPC (Institute of Information Technology
Professionals South Africa) will take place on Tuesday 29 August 2023, online.

In terms of the current, approved Memorandum of Incorporation of the IITPSA:

7.3.1 Non-executive directors are rotated every three years for a maximum of three (3) rotations, such that no more than half of such directors are rotated in a single year.

7.3.2     Any term beyond nine years for a non-executive director should be subject to a rigorous review by the board of not only the performance of the director but also the factors that may impair the non-executive director’s independence.

7.3.3.    Retiring non-executive directors may stand for re-election subject to clause 7.3.1 and 7.3.2.

7.4.4.   Prior to the Annual General Meeting, the Board ensures that a notice asking for the nomination of candidates is undertaken. A shortlist of candidates is drawn up for recommendation to Members for election at the annual General Meeting. In determining the shortlist, the Board follows due and fair process and takes into account the skills, knowledge and experience requirements** of the Board.

This includes consideration of the nominees’ participation in, and familiarity with, the
structures and activities of the Institute.

In addition to the currently retiring Non-Executive Directors who may make themselves
available for re-election, we are hereby calling for nominations of other suitably qualified, knowledgeable and experienced** voting members of the IITPSA in good standing, who wish to be considered for possible election to the Board of Directors, to be forwarded to
nominations@iitpsa.org.za at the IITPSA National Office by no later than 17h00 on Sunday 16 July 2023.

** In particular, the Nominations Committee is keen to receive nominations for IITPSA members who have any of the below skills / knowledge:
* In Human Resources, to serve on the Remuneration / Nominations Committees
* In Finance and Audit to serve on the Audit & Risk Committee.
* In Community Engagement to serve on the Social and Ethics Committee.

A nomination form may be requested from nominations@iitpsa.org.za

Nominees must please take note of the following:

1. By accepting nomination, the nominee indicates that s/he understands and accepts the
fiduciary responsibilities of Directors, in terms of the Companies Act of South Africa (Act 71 of 2008), is willing to be elected and, if so appointed, will perform in accordance with these responsibilities to the best of his / her ability.

2. Should they be elected, successful candidates will be expected to partcipate in the IITPSA Board meeting being held online on Wednesday 30 August 2023 from 09h00 to approx 13h00 and future Board meetings held at similar times during the day (minimum 4 meetings per annum).

3. IITPSA Non-Executive Directors are volunteers, and are not remunerated for their time. Reasonable expenses incurred in the execution of IITPSA Board duties will, on appropriate authorisation, be reimbursed.