Aviva 2007 Annual Report Download - page 87
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Please find page 87 of the 2007 Aviva annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.The Chairman
The respective roles of the Chairman and Group Chief
Executive are set out in the Board’s terms of reference.
The Chairman’s priority is the management of the
Board and the Group Chief Executive’s priority is
the management of the Company. The Chairman’s
commitment to the Company is two to three days
per week and his main interests outside the Company
are set out in his biographical details on page 77.
During the year the Chairman ceased to be a Supervisory
Board member of ABN Amro NV.
Senior Independent Director
Under the Combined Code the Board appoints one of
the non-executive directors to act as Senior Independent
Director. The main responsibility of the Senior Independent
Director is to be available to shareholders should they
have concerns that they have been unable to resolve
through normal channels, or when such channels would
be inappropriate. The Senior Independent Director is
also responsible for leading the Board’s discussion on
the Chairman’s performance and the appointment of
a new chairman, when appropriate. Wim Dik served
as the Senior Independent Director throughout 2007.
Board effectiveness
The effectiveness of the Board is vital to the success
of the Group. The Company undertakes a rigorous
evaluation each year in order to assess how well the
Board, its committees, the directors and the Chairman
are performing. The process is led by the Chairman and
supported by the Group Company Secretary. All directors
complete a questionnaire evaluating the Board and
committees’ processes, their effectiveness and where
improvements may be considered. The process also
includes a peer review in which directors assess their fellow
directors’ performance against set criteria, including the
skills that they bring to the Company and the contribution
they make. This process is complemented by separate
meetings between each director and the Chairman
where feedback is discussed. In 2007, following the
process introduced in 2006, the directors completed
a comprehensive questionnaire which was returned
to an independent third-party who had helped with
the preparation of the questions, and who then collated
comments, drew the conclusions and presented the
findings to the Board.
The performance of the Chairman is also included in
the above process and takes into account the views
of both the executive and non-executive directors.
The Chairman’s evaluation is managed by the Senior
Independent Director who provides feedback to the
Chairman. As part of the Chairman’s evaluation the
non-executive directors meet separately under the
chairmanship of the Senior Independent Director.
Following this comprehensive review, the directors have
concluded that the Board and its committees operate
effectively. Additionally, the Chairman has concluded that
each director contributes effectively and demonstrates
full commitment to his/her duties.
The Board evaluation process assesses the executive
directors in their capacities as directors of the Company.
They are evaluated in respect of their executive duties
through a separate process whereby the Chairman
and the non-executive directors assess the Group Chief
Executive and the Group Chief Executive assesses the
executive directors.
Training and development
The Board believes strongly in the development of all its
employees and directors and it is a requirement of each
director’s appointment that they commit to continue
their development. The form that this development
takes is subject to individual director’s requirements
and the quality and relevance of the training available.
During the year, directors attended a number of courses
ranging from external seminars for members of the Audit
and Remuneration Committees to internal seminars on
directors’ duties and life assurance. In addition, members
of the Audit and Risk and Regulatory Committees received
two tailored training sessions. Training sessions have been
built into the Board’s and committees’ work plans for
2008. The Board made visits to the Group’s businesses
located in the United Kingdom and North America during
the year to gain a closer understanding of their operations.
The Board has a comprehensive induction programme
consisting of several separate sessions which take
place over a number of months at times convenient
for the director. The sessions include presentations
from key members of senior management, visits to
the Group’s main operating businesses, meetings with
the external auditor, and one of the Company’s corporate
brokers. Further or follow-up meetings are arranged
where a director requires a deeper understanding on
a particular item.
Aviva plc
Annual Report and
Accounts 2007
83
Governance