Board Committees

Certain of the matters specifically reserved for the Board's decision have been delegated to three standing Committees - Audit, Nomination and Remuneration - within clearly defined terms of reference which, together with the composition of each Committee, are reviewed annually.

In line with the best practice recommendations of the UK Corporate Governance Code, each of our Non-executive Directors sit on at least one of the Committees.

 

Audit Committee

Reviews and is responsible for oversight of the Group's financial and reporting processes, the integrity of the financial statements, the external and internal audit processes, and the systems of internal control and risk management. 

The terms of reference are available to view and download here:

[Audit Committee Terms of Reference - 8 November 20160.21Mb10 November 2016]

Nomination Committee

Reviews and recommends to the Board the structure, size and composition of the Board and its Committees. It also has oversight responsibility for succession planning of the Board and senior management. 

The terms of reference are available to view and download here:

[Nomination Committee Terms of Reference - 17 March 20160.22Mb15 June 2016]

Remuneration Committee

Reviews and recommends to the Board the executive remuneration policy and determines the remuneration packages of the Executive Directors and other members of the Executive Committee.

The terms of reference are available to view and download here:

[Remuneration Committee Terms of Reference -17 March 20160.13Mb1 April 2016]

Disclosure Committee

A committee that is responsible for overseeing compliance with the Disclosure and Transparency Rules of the UK Listing Authority.

The terms of reference are available to view and download here:

[Disclosure Committee - 16 March 20160.11Mb1 April 2016]   

  

Membership of the Audit, Nomination and Remuneration Committees

Non-executive
Director
Audit
Committee
Nomination
Committee
Remuneration
Committee
Dame Alison Carnwath|   Board Chair Board Member
Chris Bartram| Board Member   Board Member  
Edward Bonham Carter|     Board Member
Cressida Hogg CBE|      Board Member
Kevin O'Byrne| Board Chair Board Member  
Simon Palley|   Board Member Board Chair
Stacey Rauch| Board Member    

 

Key

Board Chair  Chair Person    Board Member  Member

 

Attendance at Board and Committee meetings

The number of principal Board and Committee meetings attended by each Director during the 2015/16 financial year was as follows:

DirectorBoardAudit CommitteeNomination CommitteeRemuneration
Committee
Dame Alison Carnwath| 8/8   2/2 3/3
Robert Noel|
|
8/8      
Martin Greenslade| 8/8      
Kevin O’Byrne| 8/8 5/5 2/2  
Chris Bartram| 8/8 2/2*  2/2 1/1* 
|Simon Palley| 7/8   2/2 3/3
|Stacey Rauch| 8/8  5/5    
|Cresida Hogg CBE| 8/8  3/3*     
Edward Bonham Carter| 8/8      3/3

*Chris Bartram stepped down from the Remuneration Committee on 18 July 2014 and joined the Audit Committee on 23 July 2015, immediately post the AGM

 **Cressida Hogg stepped down from the Audit Committee and joined the Remuneration Committee on 23 July 2015, immediately post the AGM

Board biographies module 2014
Robert Noel| was appointed Managing Director, London Portfolio in January 2010 and Group Chief Executive in April 2012.
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