Division of responsibilities
The role of the Board and its Committees during the year
Board
six scheduled meetings a year
approves major transactions
sets strategy
provides oversight of governance
provides oversight of purpose, culture and risk
oversees climate change risk and sustainability strategy
See Board activities on pages 87 to 97 See biographies of the Directors on pages 84 and 85 See the division of responsibilities of the Directors on page 99
Board Committees
Audit Committee
Remuneration Committee
Nomination Committee
four scheduled meetings a year
four scheduled meetings a year
five scheduled meetings a year
oversees financial reporting
establishes remuneration policy
recommends Board appointments
monitors risk management and internal controls
sets executive remuneration schemes
approves senior management appointments
reviews Executive Committee member objectives and achievements
oversees succession planning and development of a diverse pipeline
approves senior management remuneration and LTIP awards
responsible for Board effectiveness evaluation
scrutinises activities and performance of the external auditor evaluates internal auditor and audit plan
approves bonus and LTIP targets approves the Directors’ remuneration report reviews wider workforce pay policies and alignment of incentives with culture
See Audit Committee report on pages 107 to 113 See risk management report on pages 64 to 77
See Directors’ remuneration report on pages 114 to 133
See Nomination Committee report on pages 100 to 105
Management Committees
Executive Committee
Sustainability Committee
Health and Safety Committee
Social Impact Committee
meets fortnightly
meets four times a year
meets four times a year
meets four times a year
implements the Group’s strategy
manages climate change risk and resilience
sets direction for the Group’s social value creation
oversees transactions
reviews progress and development of sustainability strategy
reviews the Group’s health and safety compliance and performance provides oversight on Health and Safety Strategy
monitors environmental compliance
identifies and reviews opportunities for improvement
monitors risks and opportunities responsible for succession planning, resourcing and people development
oversees implementation of the Group’s Social Impact Strategy, charitable partnerships and donations
oversees allocation of Decarbonisation Fund net zero carbon development sub-committee focuses on innovation and opportunities of net zero carbon development and refurbishment portfolio sub-committee focuses on reducing carbon emissions in the existing portfolio
See Strategic Report on pages 02 to 78
See Sustainability on our website www.gpe.co.uk/ sustainability
98 Great Portland Estates plc Annual Report 2022
ee Sustainability on our S website www.gpe.co.uk/ sustainability/working-safely
See Strategic Report on pages 02 to 78