Board Committees
The Board delegates certain responsibilities to its Committees, so that it can operate efficiently.
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The Board take seriously their responsibility for the proper management of the Company, achieving a high standard of corporate governance, and engaging with our shareholders and wider stakeholders
The following pages describe how this is carried on through the work of the Board and its Committees.
Board composition
The board comprises nine Directors, the Non-Executive Chair, the Non-Executive Vice Chair, five Non-Executive Directors and two Executive Directors, with a mix of skills, capabilities, experience, and personal qualities.
Governance framework
The Board has overall responsibility for the Company’s purpose, strategy, business model, performance, capital structure, approval of key contracts and major capital investment plans, the framework for risk management and internal controls, governance matters and engagement with shareholders and other key stakeholders.
The Board remains committed to understanding the needs of our shareholders and wider stakeholders and it always considers how the Board’s decisions impact them in the longer term. In the Section 172 statement of our latest Annual Report and Accounts, where we explain who the key stakeholders are and how the Directors engage with them. The Board’s full responsibilities are set out in a formal schedule of matters reserved for its decision. The schedule of matters reserved for the Board was updated in December 2023.
Board Committees
The Board delegates certain responsibilities to its Committees, so that it can operate efficiently and give an appropriate level of attention and consideration to relevant matters.
Audit
Responsible for reviewing the financial reporting and audit processes, monitoring, overseeing and assessing compliance policies, procedures, systems and controls, and assessing the external auditor’s performance and objectivity.
Remuneration
Responsible for determining and agreeing remuneration policies for the Board, Executive Directors, Senior leadership team, staff and workforce, and aligning remuneration, benefits and rewards to achieve the company’s goals, strategy and values.
Compliance
Responsible for reviewing and monitoring compliance controls, policies and systems to identify, assess, manage and report on compliance matters.
Health, Safety, Environment, Security & Risk
Responsible for monitoring and testing the Company’s safety, operational integrity and sustainability performance, and testing its internal control systems, monitoring risk management, and reviewing the Company’s sustainability reports and disclosures.
