National Grid 2014 Annual Report Download - page 59

Strategic Report Corporate Governance Financial Statements Additional Information
1 Steve Holliday, Committee chairman
2 Andrew Boneld, Finance Director
3 Stephanie Hazell, Group Strategy & Corporate Development
Director (joined the Committee in June 2013 to replace
AlisonWood)
4 Alison Kay, Group General Counsel & Company Secretary
(see page 173 for her biography)
5 Tom King, Executive Director, US
6 David Lister, Chief Information Officer
7 George Mayhew, Corporate Affairs Director
8 John Pettigrew, Executive Director, UK
9 Mike Westcott, Group Human Resources Director
10 Nick Winser, Executive Director, UK
Management committees
To help make sure we allocate time and expertise in the right way,
the Company has a number of management committees, which
include the Disclosure Committee, Global Ethics and Compliance
Committees and the Global Retirement Plan Committee. These
management committees provide reports, where relevant, to the
appointing committee in line with our governance framework on
the responsibilities they have been delegated.
Disclosure Committee
The role of the Disclosure Committee is to assist the Chief
Executive and the Finance Director in fulfilling their responsibility
for overseeing the accuracy and timeliness of the disclosures
made – whether in connection with our presentations to
analysts,financial reporting obligations or other material stock
exchange announcements.
This year the Committee met to consider the announcements
ofthe full- and half-year results and the interim management
statements. It reported on the matters arising to the Audit
Committee. In doing so it spent time considering the Company’s
disclosure obligations relating to RIIO, the implementation of the
US financial systems and controls, the LIPA MSA transition and
the Board’s approach to the offer of the scrip dividend option.
TheCommittee also reports the results of itsevaluation of the
effectiveness of the Company’s disclosure controls to the
AuditCommittee.
The Committee is chaired by the Finance Director and its
members are the Group General Counsel & Company Secretary,
the Global Tax and Treasury Director, the Group Financial
Controller, the Director of Investor Relations, the Director of
Corporate Audit and the Deputy Group General Counsel,
withother attendees as appropriate.
1
4
7
10
2
5
8
3
6
9
Directors’ Report statutory and other disclosures
(starting on page indicated)
AGM page 46
Articles of Association page 176
Audit information page 52
Board of Directors page 43
Business model page 14
Change of control provisions page 173
Code of Ethics page 177
Conflicts of interest page 173
Contractual and other arrangements page 160
Directors’ indemnity page 173
Directors’ share interests page 70
Diversity page 41
Dividend page 02
Events after the reporting period page 173
Financial instruments page 83
Future developments page 12
Greenhouse gas emissions page 11
Human rights page 41
Important events affecting the Company
duringthe year page 06
Internal control page 22
Material interests in shares page 174
People page 40
Political donations and expenditure page 174
Principal activities page 12
Research and development page 174
Risk management page 22
Share capital page 174
The Directors’ Report, prepared in accordance with the
requirements of the Companies Act 2006 and the UK Listing
Authority’s Listing, and Disclosure and Transparency rules,
comprising pages 06 to 73 and 160 to 187, was approved
bytheBoard and signed on its behalf by:
Alison Kay
Group General Counsel & Company Secretary
Company number 4031152
18 May 2014
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