The Group is led and controlled by a Board comprising the Executive Chairman and Chief Executive Officer, three further Executive Directors and two Non-Executive Directors.
There are no matters specifically reserved to the Board for its decision, although board meetings are held on a regular basis, outside of the UK, and effectively no decision of any consequence is made other than by the directors. All directors participate in the key areas of decision-making, including the appointment of new directors, through the Remunerations and Appointments Committee.
The Board is responsible to shareholders for the proper management of the Group. The Non-Executive Directors have a particular responsibility to ensure that the strategies proposed by the Executive Directors are fully considered.
To enable the Board to discharge its duties, all Directors have full and timely access to all relevant information.
There is no agreed formal procedure for the Directors to take independent professional advice at the Group’s expense, however, independent professional advice is made available where considered appropriate.
All Directors submit themselves for re-election at the Annual General Meeting at regular intervals. There are no specific terms of appointment for Non-Executive Directors.