Experian 2011 Annual Report Download - page 74

72 Experian Annual Report 2011
Corporate governance statement continued
Monitoring
The Group has a well-developed system of
planning, incorporating Board approval of
Group strategy and budgets. Performance
against the agreed plan is subsequently
monitored and reported at each Board
meeting.
The Audit Committee has delegated
responsibility from the Board for the annual
review of the effectiveness of the Group’s
system of internal control and receives an
annual report on the controls over relevant
risks (including risks arising from social,
ethical and environmental matters). The
Committee also reviews a variety of reports
on risk, including material risk reports,
material litigation reports, information
security reports and regulatory and
compliance reports.
Each business unit is responsible for
the day-to-day management of risk and
for ensuring that risk exposure remains
within established limits. The global risk
management policy outlines, for business
units, the expectations in relation to
escalation of identified risks, control
weaknesses or gaps. In addition, certificates
are provided annually by each business unit
and key function to confirm compliance
with the Group’s system of internal control,
Group policies, and corporate governance
and corporate responsibility processes.
The Group’s internal audit function provides
independent testing and verification of
risk management policies, processes and
practices across the Group and reports to
the Audit Committee on the effectiveness
of the system of internal control. The
internal audit programme and methodology
is aligned to the risk categories and risk
assessment parameters established by
the global risk management function, and
makes use of risk assessment information
at a business level in planning and
conducting its audits.
Internal control over financial reporting
Detailed policies and procedures are in
place to ensure the accuracy and reliability
of financial reporting and the preparation
of consolidated financial statements.
A comprehensive Group Accounting
Manual (‘GAM’) including details of the
International Financial Reporting Standards
(‘IFRS’) requirements is in place. The
document is owned by the Group’s finance
team and has been rolled out across the
Group. All Experian companies are obliged
to follow the requirements of the GAM. The
aims of the GAM are to provide guidance on
accounting issues; allow for consistent and
well defined information for IFRS reporting
requirements; provide uniform measures
for quantitative and qualitative measures
of Group performance; and to increase the
efficiency of the Group’s reporting process.
Engagement with shareholders and
others
The Company places considerable
importance on communication and
maintaining good relationships with
shareholders and makes every effort to
ensure that shareholders are kept informed
of significant Group developments.
To assist members of the Board to gain an
understanding of the views of institutional
shareholders, at each of its meetings the
Board receives an investor relations and
media report, which covers a wide range
of matters including a commentary on
the perception of the Company and views
expressed by the investment community,
media reports, share price performance
and analysis. The views of shareholders
are also assessed in detail via an investor
survey, which is normally conducted every
second year using a third party supplier.
The Investor Audit surveys twenty leading
global investors including both holders and
non-holders of Experian shares. The most
recent survey was presented to the Board
in September 2010. In addition, the Board
consults with shareholders in connection
with specific issues where it considers
appropriate. In 2010, the Chairman of the
Remuneration Committee again consulted
with major institutional shareholders and
others regarding the proposed performance
measures, targets and operation of the
Company’s executive long term incentive
arrangements.
There is also an ongoing programme of
dialogue and meetings between the CEO,
the CFO and institutional investors and
analysts. At these meetings a wide range
of relevant issues including strategy,
performance, management and governance
are discussed within the constraints of
information already made public. The
announcement of the annual and half-year
results and interim management statements
provide opportunities for the Company to
answer questions from analysts covering
a wide range of topics. During the year,
investor seminars were held in London and
New York. The agenda for both seminars
included a strategic overview from the
CEO, and presentations on Global Credit
Services and Decision Analytics, Consumer
Direct strategy, Business Information
in North America, growth initiatives for
small business in Brazil and the building of
Experian’s business in India.
Experian website
Additional information relevant to corporate governance at Experian can be found on the Experian website at www.experianplc.com.
There you will find:
•Terms of reference of the principal Board committees
•The schedule of matters reserved to the Board
•The memorandum and articles of association of the Company
•Details of annual general meeting proxy voting by shareholders, including votes withheld
•Contact details for any questions