UK Corporate Governance Code
The Board is committed to high standards of corporate governance and is responsible for ensuring the Group’s compliance with the requirements of the 2018 UK Corporate Governance Code. The Board continues to recognise the vital role of good corporate governance in building stakeholder relations and in promoting the long-term success of the Group.
The Board is responsible for the overall leadership of the Group and setting its objectives and standards. All Directors act with integrity and understand the importance of leading by example to promote the desired culture throughout the organisation. It is the Board’s responsibility to ensure that the Group has the necessary resources to meet its objectives and measure performance against them. The Board also establishes effective internal control procedures which enable risk to be assessed and managed.
The Board currently comprises of the Non-Executive Chair, Alan Smith, two Executive Directors and two independent Non-Executive Directors. The 2018 UK Corporate Governance Code recommends that at least half of the Board, excluding the Chair, should be Non-Executive Directors whom the Board considers to be independent. The Group has met this requirement and Ron McMillan (Senior Independent Director), appointed 22 October 2014 and Angela Luger, appointed 16 May 2019, are both considered by the Group to meet the definition of an independent Director.
The Board has delegated authority to a number of Committees to assist with and supervise specific matters. The Board has established three committees: an audit committee, a nomination committee and a remuneration committee. The Chair believes the current Board and its Committees have an appropriate balance of skills and experience to enable them to discharge their responsibilities effectively.
The responsibilities of the Committees are set out in the terms of reference here.