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Governance
Corporate Governance
Guiding Principle The Board recognises that sound corporate governance principles help to safeguard the business and its long-term success by embedding best practice in transparency, internal control and risk management throughout the Group’s businesses, and engendering trust between the management and our stakeholders.
Directors. It is responsible for the Group’s system of internal control and for monitoring implementation of its policies. All Directors have access to the advice and services of the Company Secretary who ensures that the Board receives appropriate and timely information, that Board procedures are followed and that statutory and regulatory requirements are met.
The Board of Directors
Board Committees
The Board of Directors comprising the Chairman, three other executive directors and two non-executive directors has a duty to promote the long-term success of the Company for its shareholders. It is responsible for major policy decisions and for setting and promoting the Group’s purpose, ensuring that its values, strategy and culture align with that purpose, whilst delegating more detailed matters to its committees and the Executive
The Board has three committees: an Audit Committee, a Remuneration Committee and a Real Estate Committee each with clearly defined terms of reference outlining their objectives and responsibilities and which are reviewed periodically. The Audit Committee which comprises a Non-Executive Director, who chairs the Committee, and an external independent
member, meets at least twice a year with the Group Finance Director and the Company Secretary. Senior management, the external auditors and the Head of Internal Audit are invited to attend for specific items on the Audit Committee’s agenda. The Committee reviews the systems of internal control and receives reports from both the internal and external auditors on the effectiveness of those controls and recommendations for their improvement. The Committee has oversight of significant risk issues in the Group and makes recommendations to the Board. The Committee also considers financial reporting and reviews the Group’s accounting policies in line with major accounting issues of a subjective nature that have been discussed and considered by the Committee. The Committee considers the development of the Group’s key governance policies and procedures and manages, with the support of the Head of Internal Audit, the internal audit process.
Governance Framework
Board Four Executive Directors including Executive Chairman Two Non-Executive Directors
Executive Directors
Remuneration Committee
Head office functions
Business Units
Lucy Real Estate
• Legal & Secretariat
Each business unit holds its own monthly management meetings
Audit Committee
• Information Services • Group Finance, Tax & Treasury • Human Resources • Risk and Insurance • Marketing & Communications • Group Health & Safety
Annual Report and Accounts
• Lucy Electric • Lucy Controls • Lucy Real Estate
• Board Advisory Committee
