The Board is committed to the highest standards of corporate governance.
The Board is committed to the highest standards of corporate governance and this is addressed in the Chair’s governance letter and the Governance Report set out in the Company’s Annual Report (which can be found under the “Investors” section of this website).
The Corporate Governance Code (the “Code”) sets out standards of good practice in relation to board leadership and effectiveness, remuneration, accountability and relations with shareholders. The Code recommends that at least half the board of directors of a UK listed company (excluding the Chair) should comprise “independent” non-executive directors, being individuals determined by the board to be independent in character and judgement and free from relationships or circumstances which are likely to affect, or could appear to affect, the directors’ judgement.
The Board of Directors of the Company is comprised of the Chair, Andy Pomfret, who was considered to be independent at the date of his appointment as Chair; four independent Non-Executive Directors – Karen Geary, Bryan Joseph, Michael Koller, Alison Morris and Rebecca Shelley, one Non- Executive Director – Ian Clark and two Executive Directors – Geoff Carter and Adam Westwood.
In accordance with the recommendations of the Code, one of the independent Non-Executive Directors, Rebecca Shelley, has been appointed as the senior independent director (the “SID”). The SID is available to Shareholders if they have concerns that the normal channels of Chair, Chief Executive Officer or Chief Financial Officer have failed to resolve or for which such channels of communication are inappropriate.
The Board has established an Audit Committee, a Risk Committee, a Remuneration Committee and a Nomination and Governance Committee in accordance with the Code. Further details of these Committees are set out here:
Articles of Association
The Company’s Articles of Association were adopted on 21 November 2017 and can be found here
The Company’s Audit Committee Terms of Reference can be found here
The Company’s Risk Committee Terms of Reference can be found here
The Company’s Remuneration Committee Terms of Reference can be found here
Nomination and Governance Committee
The Company’s Nomination and Governance Committee Terms of Reference can be found here
Modern Slavery Statement 2023
The Company’s Modern Slavery Statement 2023 can be found here
Gender Pay Gap Report 2022
The Company’s 2022 Gender Pay Gap Report can be found here