How we govern the group

There is a commitment to high standards of corporate governance throughout the group. The Board endorses the general principles set out in The UK Corporate Governance Code April 2016 (which is available on and is accountable to the group’s shareholders for good governance. The biographies of the directors can be found here.


The Board is responsible for the overall governance of the company. Its responsibilities include setting the strategic direction of the company, providing leadership to put the strategy into action and to supervise the management of the business.

Matters Reserved for the Board June 2017

Audit Committee

The Audit Committee is responsible for monitoring and reviewing the integrity of the financial reporting process, including the appropriateness
of any judgements and estimates taken in preparing the financial statements; internal and external audit functions; and internal financial control.

Audit Committee Terms of Reference
2017 Audit Committee Report
Principal Risks and Uncertainties

Remuneration Committee

The Remuneration Committee is responsible for determining the remuneration policy and the application of the policy in relation to the Chairman’s and Executive Directors’ remuneration. The remuneration of the Non-Executive Directors is determined by the Chairman and the Executive Directors.

Remuneration Commitee Terms of Reference
2017 Directors’ Remuneration Report
Directors Remuneration Policy (2014)
Directors’ Remuneration Policy (2017)*

*to be adopted following the 2017 AGM, subject to shareholder approval

Nomination Committee

The Nomination Committee is responsible for reviewing the size, structure and composition of the Board, including the consideration of skills, knowledge and experience of the Board members. It also manages succession planning and selects potential new Board candidates when appropriate.

Nomination Committee Terms of Reference