BP 2006 Annual Report Download - page 80

78
Directors’ attendance
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Board
meetings
Audit committee
meetings
SEEAC
meetings
Chairman’s
committee meetings
Remuneration
committee meetings
Nomination
committee meetings
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Attended Possible Attended Possible Attended Possible Attended Possible Attended Possible Attended Possible
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
PDSutherland 99––––445566
JHBryan 991012––4455––
ABurgmans 99––6744––––
SirWilliamCastell 33122211––––
EBDavis,Jr 791112––3445––
DJFlint 991112––44––––
DrDSJulius 89––––345566
SirTomMcKillop 99––444455––
DrWEMassey 99––7744––66
HMPMiles 44341301––––
SirIanProsser 991112––445566
MHWilson 22332211––––
LordBrowne 99––––––––––
DrABHayward 99––––––––––
DrDCAllen 99––––––––––
ICConn 99––––––––––
DrBEGrote 99––––––––––
JAManzoni 99––––––––––
Serving as a director:
induction, training and evaluation
Induction
Following their appointment to the board, new directors undertake
an induction programme that is tailored to their specific needs. This
programme covers matters such as the operation and activities of the
group (including key financial, business, social and environmental risks to
the group’s activities), the role of the board and the matters reserved for
its decision, the tasks and membership of the principal board committees,
the powers delegated to those committees, the board’s governance
policies and practices and the latest financial information about the group.
The chairman is accountable for the induction of new board members and
is assisted by the company secretary’s office in this role.
Training
On appointment, our directors are advised of the legal and other duties
and obligations they have as directors of a listed company. The board
regularly considers the implications of these duties under the board
governance policies. In addition, non-executive directors also receive
ongoing training specific to the tasks of the particular board committees
on which they serve in order to update their skills and knowledge and
enhance their effectiveness during their tenure.
Our directors are updated on BP’s business, the environment in which
it operates and other matters throughout their period in office.
Outside appointments
As part of their ongoing development, our executive directors are
permitted to take up an external board appointment, subject to the
agreement of the BP board. Generally, outside appointments for
executive directors are limited to a single company board only, although
our current group chief executive, by exception, serves on two outside
company boards. Our board is satisfied that these appointments do not
conflict with his duties and commitments to BP. Executive directors retain
any fees received in respect of such external appointments.
Non-executive directors may serve on a number of outside boards,
provided they continue to demonstrate the requisite commitment to
discharge their duties to BP effectively. The nomination committee keeps
the extent of directors’ other interests under review to ensure that the
efficacy of our board is not compromised.
Evaluation
The board continued its ongoing evaluation processes to assess its
performance and identify areas in which its effectiveness, policies and
processes might be enhanced. The board evaluated its performance
during the year through the use of a questionnaire aimed at building
on the outcome of the previous year’s evaluation and endeavouring to
assess the manner in which the board had responded to the issues
that occurred during 2006. The board is considering the output from
the evaluation.
Separate evaluations of the audit and the safety, ethics and
environment assurance committees took place during the year and are
reported in the committee reports on pages 79-81. The remuneration
committeewillbereviewingits2006performanceinthefirsthalfof2007.
The potential use of external providers in the context of board evaluation
is being kept under review.
The chairman and the senior
independent director
BP’s board governance policies require that neither the chairman nor the
deputy chairman is employed as an executive of the group. During 2006,
the posts were held by Mr Sutherland and Sir Ian Prosser, respectively.
Sir Ian also acts as our senior independent director and is available to
shareholders who have concerns that cannot be addressed through
normal channels.
The chairman is responsible for leading the board and facilitating
its work. He ensures that the governance principles and processes of
the board are maintained and encourages debate and discussion. The
chairman also leads board and individual director performance appraisals.
He represents the views of the board to shareholders on key issues,
not least in succession planning for both executive and non-executive
appointments. Shareholders’ views are fed back to the board by
the chairman.
The company secretary reports to the chairman and has no
executive functions. His remuneration is determined by the
remuneration committee.
Between board meetings, the chairman has responsibility for ensuring
the integrity and effectiveness of the board/executive relationship.
This requires his interaction with the group chief executive between
board meetings, as well as his contact with other board members
and shareholders.
The chairman and all the non-executive directors meet periodically as
the chairman’s committee (reported on page 81). The performance of the
chairman is evaluated each year, with the evaluation discussion taking
place when the chairman is not present.
-------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------------------------