Experian 2011 Annual Report Download - page 67

Governance Corporate governance statement 65
• Finance/Treasury
Approval of the framework for the Group’s
finance, banking and capital structure
arrangements.
•
Appointments
Approval, upon the recommendation
of the Nomination and Corporate
Governance Committee, of the
appointment of new directors.
•
Approval of Group policies
Approval of, for example, a health and
safety policy, a global environmental
policy, an anti-corruption policy and a
global code of conduct.
There is also a Group Operating Committee
in place – the remit of this executive group
includes identifying, debating and achieving
consensus on issues involving strategy,
growth, people and culture and operational
efficiency. A further focus of this group,
which comprises the most senior executives
from the Group, is to ensure that there is
strong communication and cooperative
working relationships amongst the top team.
The quarterly meetings tend to be issues-
oriented and focus on selected important
Group issues worthy of debate.
Board meetings
The Board meets regularly during the year
and on an ad-hoc basis as required. For
each scheduled meeting, the directors
normally meet over a two or three day
period and Board committee meetings
are also held during the time the directors
are together. Structuring the Board and
committee meetings in this way enhances
the effectiveness of the Board and its
committees. At least one overseas Board
meeting is held each year, which provides
management across the Group with the
opportunity to present to the Board and
meet the directors informally. During the
year under review, overseas Board meetings
were held in Paris and New York. The New
York meeting provided the Board with a
chance to receive product demonstrations,
meet, and receive business presentations
from, North America management and
appraise the Group’s businesses in that
region.
The Board and committee meeting
attendance record of each director is shown
in the table above. During the year, the
Board met formally on six occasions and, in
addition, received strategy presentations
from senior management.
Board time usage Length of tenure of directors
at 31 March 2011* Balance of executive and non-executive directors
at 31 March 2011
0 - 4 years
4 - 5 years
Operational
and financial
performance
Strategy*
M&A
Governance
Investor
relations
Other
Chairman
Executive
Non-executive
* Company listed in October 2006* Includes annual Board Strategy day
Attendance by individual directors at meetings of the Board and its principal committees
Board
Nomination
and Corporate
Governance
Committee
Remuneration
Committee Audit Committee
John Peace 6/6 3/3 n/a n/a
Don Robert 6/6 3/3 n/a n/a
Paul Brooks 6/6 n/a n/a n/a
Chris Callero 6/6 n/a n/a n/a
Fabiola Arredondo 6/6 3/3 4/4 4/4
Roger Davis 5/6 3/3 4/4 3/4
Alan Jebson 6/6 2/3 3/4 4/4
Sir Alan Rudge 5/6 3/3 4/4 3/4
Judith Sprieser*5/5 2/2 3/3 n/a
David Tyler 6/6 3/3 4/4 4/4***
Paul Walker*5/5 2/2 3/3 3/3
* Judith Sprieser and Paul Walker were appointed as directors on 1 June 2010
** Includes partial attendance at one meeting