Experian 2013 Annual Report Download - page 63
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Please find page 63 of the 2013 Experian 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. 0-5 years
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Board
Composition
The Board currently comprises the
Chairman, three executive directors
and eight independent non-executive
directors, including a Deputy Chairman.
Brian Cassin was appointed as Chief
Financial Officer on 30 April 2012,
Deirdre Mahlan and George Rose were
appointed as non-executive directors
on 1 September 2012 and David Tyler
retired as a non-executive director on
31 December 2012.
What is the role of the Board?
The Board sets the strategic direction of
Experian and ensures that the necessary
financial and human resources are in
place to achieve the goals. In January
each year, senior management presents
the proposed strategy to the Board
for the following financial year. This
provides an opportunity for the Board to
critically review the proposed strategy
with management and, at the January
Board meeting, consider the strategy
for approval. The budget discussions in
March are essential for ensuring that the
right resources are in place to deliver the
agreed strategy, and include detailed
focus on both regional and global
business line budgets.
The Board also monitors management
and financial performance against the
Group’s goals. To enable them to do
this, operational and financial updates
are provided at every Board meeting
and financial updates are provided
between meetings. The Board also
receives post-investment reviews on
an agreed timeline for any acquisitions
and/or organic investments that it has
previously approved.
Attendance at Board and principal committee meetings
Board
Nomination
and Corporate
Governance
Committee
Remuneration
Committee Audit Committee
Sir John Peace 100% - 6/6 (–) 100% - 6/6 n/a n/a
Don Robert 100% - 6/6 (1) 100% - 6/6 n/a n/a
Chris Callero 100% - 6/6 (1) n/a n/a n/a
Brian Cassin 100% - 6/6 (1) n/a n/a n/a
Fabiola Arredondo 100% - 6/6 (1) 100% - 6/6 100% - 4/4 100% - 4/4
Roger Davis 100% - 6/6 (–) 100% - 6/6 100% - 4/4 100% - 4/4
Alan Jebson 100% - 6/6 (–) 100% - 6/6 100% - 4/4 100% - 4/4
Deirdre Mahlan* 100% - 4/4 (–) 100% - 4/4 100% - 3/3 100% - 3/3
George Rose* 100% - 4/4 (1) 100% - 4/4 100% - 3/3 100% - 3/3
Sir Alan Rudge 100% - 6/6 (–) 100% - 6/6 100% - 4/4 100% - 4/4
Judith Sprieser 83% - 5/6 (–) 83% - 5/6 100% - 4/4 n/a
David Tyler** 50% - 2/4 (–) 50% - 2/4 100% - 2/2 100% - 3/3
Paul Walker 100% - 6/6 (–) 100% - 6/6 100% - 4/4 100% - 4/4
Includes, in brackets, attendance at one ad-hoc Board meeting held during the year. Percentage
calculations do not include attendance at the ad-hoc Board meeting.
* Deirdre Mahlan and George Rose were appointed on 1 September 2012.
** David Tyler retired on 31 December 2012.
It is not possible, or correct, for the
Board to be involved with the day-to-day
management of the Group’s activities,
but it is accountable to shareholders for
delivering financial performance and
long-term shareholder value. To achieve
this, the Board has put in place a
framework of controls which enable risk
to be appraised and managed effectively
through clear and robust procedures
and delegated authorities. In addition,
there are certain key activities that it has
reserved to itself for decision.
Examples include:
Strategy and management – approval and
oversight of Experian’s long-term objectives
and commercial strategy, ensuring that the
necessary financial and human resources
are in place to meet the objectives.
Management oversight – review of
operating, financial and risk performance.
Regulatory/statutory activity – including
approval of the Group’s results, key
stakeholder documents and dividends.
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 – including, for
example, an anti-corruption policy, a gifts
and hospitality policy, a global code of
conduct and a global compliance policy.
LENGTH OF TENURE OF DIRECTORS AT
31 MARCH 2013*
* Company listed in October 2006
BALANCE OF EXECUTIVE AND NON-EXECUTIVE
DIRECTORS AT 31 MARCH 2013
BALANCE OF MALE AND FEMALE DIRECTORS
AT 31 MARCH 2013
Chairman
Executive
Independent
non-executive
Male
Female
Business overview Business review Governance Financial statements
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