The Board is committed to maintaining very high standards of corporate governance and ensuring values and behaviours are consistent across the business. The Board expects steady and continuous improvement in the Group's governance procedures.
The Board consists of three Non-Executive Directors and two Executive Directors. The Board provides strategic leadership and guidance with the aim of allowing the Executive team to develop the business profitably within the framework of risk management and compliance.
The Board has established three Committees to advise the Board:
- The Audit Committee advises the Board on matters relating to internal controls and financial reporting of the Group.
- The Remuneration Committee determines and recommends the framework and policy for the remuneration of the Executive Directors.
- The Nomination Committee provides a process and procedure for the appointment of new Directors.
Each Committee comprises all of the Non-Executive Directors.
Compliance with the code
The Board complied with all aspects of the UK Corporate Governance code throughout the year ended 30 November 2016, with the exception of % fixed terms of employment for Non-Executive Directors. However, all of the Directors offer themselves for re-election at each Annual General Meeting.
Charles Matthews chairmanship of the Remuneration committee following the death of Dr Krishnamurthy Rajagopal, until Sally Martin becomes Chairman of the Remuneration committee of the AGM in April 2017.
Developments in 2016
In 2016 the Group confirmed to revise its approach to risk management in response to the new Corporate Governance guidance. The new process has, so far, proved worthwhile and has led to a number of projects to improve the security and sustainability of the business. In the course of this work the Board has broadened its reviews beyond financial regulation to incorporate reviews of the other areas of regulation, including where its products and operations are subject to specific industry, environmental and safety regulations.