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66 Experian Annual Report 2011
Board evaluation
The performance and effectiveness of the Board, each of its
principal committees and the directors is evaluated annually. This
year’s external evaluation was facilitated by the Lygon Group
(who have also provided recruitment services for non-executive
directors and market research in terms of succession planning). It
took place in September/October 2010, with face-to-face meetings
held with most Board members and telephone meetings with
some Board members. The Company Secretary and certain other
regular Board or committee attendees were also interviewed.
As well as looking at overall Board functions, processes and
performance, Board members were asked to comment on each
others’ contribution to meetings. This information was used by
the Chairman as part of his evaluation of the directors and in
discussing their personal development in early 2011.
The review concluded that the Board was currently functioning
very well, in particular:
•Appropriate Board processes, papers and agendas
•Board agendas address a good balance of governance, longer
term strategic goals and immediate issues
•Strong and independent-minded non-executive directors
•Effective committee structure
•Continued improvement in interaction between management
and the Board
In seeking to match the Board’s continuing desire to improve its
functioning, the report did make recommendations on certain
issues. Some examples were as follows:
Ongoing induction
Recommendations Actions
Regular Board meeting induction sessions to continue; more
time on the Marketing Services business line; continue to
develop understanding of regulatory issues in line with current
plans; continue to spend time with senior executives below
Board level.
Focused sessions in January and March 2011, and planned
for July and September 2011 to meet the recommendation,
together with senior executives presenting to the Board as part
of the normal Board cycle.
Risk management
Recommendations Actions
Risk reporting has improved significantly, but consider how
best to continue to develop the presentation of risk.
Considered by the Audit Committee at its March 2011 meeting
where, in particular, linkage between key risks and strategic
objectives was embedded in the risk reporting.
Board agenda, provision of papers and information
Recommendations Actions
Consider electronic distribution of Board papers, provided no
security issues, and whether or not a portal for Board members
would be useful.
The option of receiving Board papers electronically will be
offered from mid 2011, with portal functionality a feature of the
software to be used to enable electronic distribution of Board
papers.
Board composition
Recommendations Actions
Review current succession plans, continue to provide
opportunities for the non-executive directors to meet the
next generation of management, continue to keep Board and
committee composition under review.
The Nomination and Corporate Governance Committee
reviewed succession plans in March 2011; meetings with high
potential employees will continue as part of Board business
visits and Board presentations and as other opportunities
present themselves; and Board and committee composition
was reviewed by the Board and Nomination and Corporate
Governance Committee in January and March 2011.
Corporate governance statement continued