Board structure and responsibilities

There is a division of responsibilities of the Board and its committees and of the Chairman, Senior Independent Director and executive management.

The Board has adopted a formal schedule of matters reserved for its decision and, whilst a division in responsibilities between the Board and its committees is important, it is vital that the Board retains control of key decisions. The Board has delegated specific areas of responsibility to the Nomination and Governance, Audit, Remuneration and Executive Management Committees. Each of these committees has the authority to make decisions in accordance with its terms of reference, which are reviewed on an annual basis to take into account any changes to regulations and/or best practice. The terms of reference of all committees and the schedule of matters reserved for the Board have been updated during the year and now reflect the provisions of the 2018 Code. Any amendments to a committee’s terms of reference are subject to Board approval.