Vodafone 2013 Annual Report Download - page 66

Executive Committee
The Committee meets 11 times a year under the chairmanship of the
Chief Executive. Topics covered by the Committee include:
a Chief Executive update on the business and business environment;
a regional chief executives’ updates;
a Group function heads’ updates;
a substantial business developments and projects;
a talent;
a presentations from various function heads, for example, the Group
Financial Controller, Head of Internal Audit and the Group
Compliance Director;
a competitor analysis; and
a strategy.
Annually, the Executive Committee, together with the chief
executives of the major operating companies, conduct a strategy
review to identify key strategic issues to be presented to the Board.
The agreed strategy is then used as a basis for developing the
upcoming budget and three year operating plans.
The Executive Committee members’ biographical details are set out
on pages 52 and 54 and at vodafone.com/exco.
Policy and Compliance Committee
This is a sub-committeeof the Executive Committee comprising
three Executive Committee members. It is appointed to assist
the Executive Committee to full its accountabilities with regard
to policy compliance. In particular, the Committee approves
changes to policies, does deep dives into particular policies to assess
whether they are effective and maintains an overview of the status
of compliance throughout Vodafone so clear and accurate reports can
be made to the Audit and Risk Committee twice a year. Deep dives this
year included health and safety, network resilience, anti-bribery and
anti-money laundering.
Disclosure Committee
The Disclosure Committee, appointed by the Chief Executive and Chief
Financial Ofcer to ensure the accuracy and timeliness of company
disclosures, oversees and approves controls and procedures in relation
to the public disclosure of nancial information and other information
material to shareholders. It is composed of the Group General Counsel
and Company Secretary (the Chair), Regional Chief Financial Ofcers,
the Group Financial Controller, the Group Investor Relations Director,
the Group Strategy and Business Development Director, and the
Group External Affairs Director.
Shareholder engagement
We are committed to communicating our strategy and activities
clearlyto our shareholders and, to that end, we maintain an active
dialogue with investors through a planned programme of investor
relations activities.
Investor relations programme
The programme includes:
a formal presentations of full year and half-year results, and interim
management statements (see vodafone.com/investor for
more information);
a brieng meetings with major institutional shareholders in the UK,
the US and Europe after the full year and half-year results; a graph
showing the geographical analysis of investors is shown below;
a regular meetings between institutional investors and analysts,
and the Chief Executive and Chief Financial Ofcer, to discuss
business performance, growth strategy and address any issues
of concern;
a meetings between major shareholders and the Chairman
on an ongoing basis including roadshows in London and Scotland
to obtain feedback and consider corporate governance issues;
a dialogue between the Remuneration Committee and shareholders.
Go to page 67 for more information;
a hosting investors and analysts sessions at which senior
management from relevant operating companies are present;
a attendance by senior executives across the business at relevant
meetings and conferences throughout the year;
a analysing and approaching new geographies to actively market the
business to new investors;
a responding daily to enquiries from shareholders and analysts
through our Investor Relations team;
a hosting investor and analyst meetings and webinars to highlight
a variety of business areas and projects such as M-Pesa and money
payment services, and holding an open ofce event focusing on our
enterprise business; and
a a section dedicated to shareholders and analysts on our website
at vodafone.com/investor.
Corporate governance (continued)
Geographic shareholder movement over three years
% of share register
50
45
40
35
30
25
20
15
10
5
UK US1Europe2Rest of World
n 31 March 2011 n 30 March 2012 n 28 March 2013
Notes:
1 We have included bearer warrants with the US shareholding as we understand the vast majority are
US-based.
2 Excluding the UK.
64 Vodafone Group Plc
Annual Report 2013