EasyJet 2011 Annual Report Download - page 43

easyJet plc
Annual report
and accounts 2011
GovernanceCorporate responsibility
Business review Performance and risk
Overview Accounts & other information
41
easyJet welcomes the introduction of the UK
Corporate Governance Code 2010 (“the Code”), which
has applied to the Company from 1 October 2010.
TheCode gives me the opportunity to set out how, as
Chairman, I have been fulfilling my responsibility for
leadership and effectiveness of the Board.
In October 2010, easyJet signed an amended brand
licence with easyGroup IP Holdings Limited and a letter
of agreement with the Company’s founder, Sir Stelios
Haji-Ioannou. This has given us greater certainty and
freedom to pursue the Company’s strategy which was
explained to our stakeholders in November by our
Chief Executive Officer, Carolyn McCall. At the same
time the Relationship Agreement was terminated
which meant that easyGroup Holdings and Sir Stelios
no longer had the right to appoint two directors and Sir
Stelios no longer had the right to be chairman of
easyJet.
The strategy presented in November has been further
rigorously reviewed and challenged by the Board, in
June 2011 we had a two day session devoted to
debating and refining the strategy.
The Board also undertook a two day visit to easyJet’s
largest base at Gatwick which included a detailed
tourof the operations to assist the Non Executives’
understanding of the day-to-day operational issues
facing the Company. This was in addition to the
introduction of an enhanced induction programme for
our new non executive directors during the course of
the year.
There have been a number of changes to the Board
during the year with the addition of three new Non
Executive Directors and the resignation of Sir David
Michels and Sven Boinet. Further details of the
appointments are described in the section on the
Nominations Committee. The additions to the Board
have strengthened the Board in the areas of finance
and risk management and have added to the balance
of experience and skills on the Board. The diversity of
opinions, perspectives and insights given by the Non
Executives with their variety of backgrounds and
experience has inevitably benefitted the Executive
Management Team through the feedback gained from
having members of the management team attending
Board meetings.
I am satisfied that the members of the Board, in
particular the Non Executive Directors, have sufficient
time to undertake their roles at Board and Committee
level with the Company, so as to be able to discharge
their responsibilities effectively
The Company has carried out an in-depth review of
thequality and quantity of information provided to
theBoard and, following input from all of the Directors,
is now providing information in an updated format. This
ensures a regular supply of tailored information allowing
the Directors to assess the performance of the
Company in the most efficient andeffective manner.
The Board has appointed Lintstock to assist with an
external evaluation of the Board’s effectiveness to be
carried out over the next few months and we expect
that such an external review will be carried out every
three years. Between these external reviews, we will
use an external evaluation tool to carry out annual
Board performance review.
At our AGM in February 2011, we put all of our Directors
up for re-election in compliance with the Code and
anticipate continuing to put all Directors up for
re-election annually.
During the year the UK Bribery Act came into effect
and the Board has overseen a review of its
requirements to ensure that the Company is well
placed to adhere to it in full.
Chairman’s introduction
Sir Michael Rake
Non Executive Chairman