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Corporate Governance

Board operations

Find out more about the operations and responsibilities of the Board:

Board

The Board’s role is to provide leadership of the Company, and it is responsible to the shareholders for the long term success of the Company. This includes:

  • Monitoring and challenging performance against plan;
  • Co-developing strategy with executive management;
  • Leveraging Non-Executive Director expertise beyond the boardroom; and
  • Ensuring good corporate governance.

All matters are reserved for the Board unless specifically listed in the terms of reference for Committees of the Board or where the Board has delegated authority. A delegated authorities policy and schedule are reviewed by the Board annually.

Chairman

Mike Clasper, the Chairman, leads the Board, and is responsible for its effectiveness and governance. He sets the tone for the Company and ensures that the links between the Board and management and between the Board and shareholders are strong. He sets the Board agenda and ensures that sufficient time is allocated to important matters.

Senior Independent Director (‘SID’)

Nicholas Bull in his role as SID, provides a ‘sounding board’ for the Chairman and serves as an intermediary for the other Directors when necessary. Nicholas is available to shareholders if they have concerns, which contact through the normal channels of Chairman, Group Chief Executive or other Executive Directors have failed to resolve, or for which such contact is inappropriate.

Non-Executive Directors

The role of the Non-Executive Directors is to provide constructive challenge to the executive management, and to bring experience and objectivity to the Board’s discussion and decision-making. They monitor the delivery of the Company’s strategy against the governance, risk and control framework established by the Board. The Non-Executive Directors, led by the SID, are also responsible for evaluating the performance of the Chairman.

Group Chief Executive

Rajiv Sharma is responsible for the day-to-day management of the Group’s operations, for recommending the Group’s strategy to the Board and for implementing the strategy agreed by the Board. He is supported in decision-making by Simon Boddie, Chief Financial Officer and fellow Executive Director, and by a Group Executive Team (GET) comprised of senior managers.

Group Executive Team (GET)

The GET is responsible for the operational delivery of the Group’s strategy. This includes day-to-day management of operations and responsibility for monitoring detailed performance of all aspects of our business. For full details of membership, see the Management page.

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