Aviva 2007 Annual Report Download - page 90
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Please find page 90 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 Board has conducted a review of the effectiveness of
the Group’s systems of internal control. Where weaknesses
were identified as part of the control review, mitigating
actions have been taken or plans put in place. These are
monitored by the appropriate committee on behalf of
the Board. The Board is not aware of any significant
weaknesses that do not have mitigating actions in place.
Internal audit
The Group’s internal audit function advises management
on the effectiveness of its internal control systems,
the adequacy of these systems to manage business
risk and to safeguard the Group’s assets and resources.
Through the Group Audit Director, the internal audit
function provides objective assurance on risk and control
to both the Audit Committee and Risk and Regulatory
Committee. The effectiveness of the Group’s internal audit
function is reviewed each year by the Audit Committee.
Communication with shareholders
The Company places considerable importance on
communication with shareholders and engages with
them on a wide range of issues.
The Group has an ongoing programme of dialogue
and meetings between the executive directors and
institutional investors, fund managers and analysts.
At these meetings, a wide range of relevant issues
including strategy, performance, management and
governance are discussed within the constraints of
the information already made public.
The Company’s Investor Relations Department is dedicated
to facilitating communication with institutional investors.
The directors consider it important to understand the
views of shareholders and, in particular, any issues which
concern them. The Board receives reports on matters
that have been raised with management at the regular
meetings held with the large investors. During the year
the Chairman held a meeting with the major institutional
investors and attended investor meetings with
management. In addition, the Senior Independent Director
is available to meet with major shareholders to discuss any
areas of concern that cannot be resolved through normal
channels of investor communication and arrangements
can be made to meet with the Senior Independent
Director through the Group Company Secretary. Similarly,
arrangements can be made for major shareholders
to meet with newly appointed directors. In addition,
the Board consults with shareholders in connection
with specific issues where it considers appropriate.
The Board is equally interested in the concerns of private
shareholders and, on its behalf, the Group Company
Secretary oversees communication with these investors.
It is the practice of the Company to issue a postage
paid reply form with its Annual General Meeting
documentation to enable shareholders to put relevant
questions to the directors. This is considered to be
particularly helpful for those shareholders who are unable
to attend the meeting. Written responses are provided
through a brochure containing answers to the most
frequently asked questions that is also placed on the
Company’s website. All material information reported to
the regulatory news services is simultaneously published
on the Company’s website affording all shareholders full
access to Company announcements.
The Company has taken full advantage of the provisions
within the Companies Act 2006 allowing communications
to be made electronically to shareholders where they have
not requested hard copy documentation. As a result the
Company's website has become the primary method
of communication for the majority of its shareholders.
Details of the information available for shareholders on
the website can be found on the Shareholder information
pages 270 to 272.
The Company’s Annual General Meeting provides a
valuable opportunity for the Board to communicate with
private investors. At the meeting, the Company complies
with the Combined Code as it relates to voting, the
separation of resolutions and the attendance of committee
chairmen. Whenever possible, all directors attend the
Annual General Meeting and shareholders are invited
to ask questions during the meeting and have an
opportunity to meet with the directors following the
conclusion of the formal part of the meeting. In line with
the revised Combined Code, details of proxy voting by
shareholders, including votes withheld, are made available
on request and are placed on the Company’s website
following the meeting.
The Company’s annual report and accounts and annual
review, together with the Company’s interim reports,
trading statements and other public announcements are
designed to present a balanced and understandable view
of the Group’s activities and prospects. The Chairman’s
statement, Group Chief Executive’s review, and Business
review provide an assessment of the Group’s affairs and
they will be supported by a presentation to be made at
the Annual General Meeting.
Institutional investor
Morley Fund Management Limited (Morley), the Group’s
largest asset management company, believes that good
governance contributes to better performance and
practices. Therefore, as a major investor, the Group
monitors the governance of the companies in which it
invests. To this end, Morley holds regular meetings with
the senior management of companies where it will raise
matters which may affect the future performance of
those companies.
Aviva plc
Annual Report and
Accounts 2007
86
Governance
Corporate governance report continued