theboard

The Board consists of three executive and six non-executive directors with a wide breadth of skills and experience.

The Board has ultimate responsibility for the conduct of the company's business and its duties include: strategy and objectives, annual budgets, dividends, acquisitions and disposals of businesses, expenditure over a certain limit, financial results and appointments to the Board. In accordance with the Combined Code, the Board operates a Remuneration Committee, a Nomination Committee and an Audit Committee. The Board approves company policies such as treasury policy, business ethics guidelines, health, safety and environmental policy and legal policy.

See terms of reference of Remuneration Committee

See terms of reference of Nomination Committee

See terms of reference of Audit Committee

On 17 January 2007 Michael Harper was appointed to the temporary position of Executive Chairman. During the period between 17 January 2007 and 11 June 2007, while Michael Harper was Executive Chairman, there was no division of responsibilities between the Chairman and the Group Chief Executive.

On the appointment of Simon Pryce as Group Chief Executive on 11 June 2007 Michael Harper stood down from his role as Executive Chairman and resumed his position as a non-executive director. Since that time there has again been a clear division of responsibilities between the Chairman and Group Chief Executive. This is reinforced by a written statement of the division of responsibilities between the two positions which has been reviewed and approved by the Board.

The Chairman is primarily responsible for leading the Board and ensuring its effectiveness. He is responsible for setting the Board agenda and ensuring the directors receive information in an accurate, clear and timely manner. He is responsible for promoting effective decision-making, ensuring the performance of the Board, its committees and individual directors are evaluated on an annual basis and that appropriate Board training and development occurs.

The Group Chief Executive is responsible for the development and implementation of Board strategy and policy, the running of the Group's business, ensuring that the business strategy and activities are effectively communicated and promoted within and outside the business and for building positive relationships with the Company's stakeholders.

Non-executive Directors are appointed for an initial term of three years subject to usual regulatory provisions and satisfactory performance. All directors are subject to re-election at least every three years. A senior Independent Director is available to shareholders if they have concerns that cannot be resolved through usual means to the Chairman or Group Chief Executive.

Short biographies of directors