Experian 2014 Annual Report Download - page 70

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Corporate governance report continued
What did the Board do during the year?
The Board’s key activities during the year are set out below. These include activities related to the Group’s strategy, which the Board
decided on in the light of its risk appetite and risk management processes.
Length of tenure of
directors at 31 March 2014*
Balance of executive and non-
executive directors at 31 March 2014
Chairman
Executive
Independent
non-executive
0–5 years
Over 5 years
Male
Female
Balance of male and female directors
at 31 March 2014
Other
*Company listed in October 2006
Investor relations
• Received an investor relations
and media update at each Board
meeting.
• Reviewed draft full and half-year
financial results presentations,
for analysts and institutional
shareholders.
• Engaged with shareholders, through
the Remuneration Committee,
on proposed remuneration
arrangements for 2013/14.
• Engaged with shareholders, through
the Deputy Chairman and Senior
Independent Director, on proposed
Board changes and appointments.
Corporate development
• Received an update at each
Board meeting on the corporate
development pipeline.
• Approved the acquisitions of
Passport Health Communications
and The 41st Parameter.
• Conducted post-investment
reviews on the 2011 acquisitions
of DP Information, SafetyWeb,
Medical Present Value, RiskDisk,
Virid and Computec.
Strategy
• Received presentations from the
Group’s senior leaders at the annual
‘strategy day’, including consideration
of the Group’s operational strategy and
potential growth opportunities.
• Presentations included those covering
vertical markets, sales effectiveness,
technology, Consumer Services,
Brazil and Credit Services, along with
an update on the Heart of Experian
initiative and financial analysis.
• Approved the Group’s strategy
for 2014/15.
Governance and risk
• Approved a number of Board
changes and appointments, on the
recommendation of the Nomination
and Corporate Governance Committee.
• Reviewed risk reports and the
appropriateness of preparing the
financial statements on a going
concern basis.
• Received regular updates on corporate
responsibility issues, and the annual
environmental and health and safety
updates.
• Reviewed the findings of the 2014/15
external Board evaluation, approved
amendments to Board committee
terms of reference, authorised Board
members’ potential conflicts of interest
and approved the annual re-election of
Board members.
• Received details of Board members’
share dealings and external
appointments.
Operational and financial
performance, including monitoring
• Received operational and financial
updates from the Chief Executive
Officer and Chief Financial Officer
respectively, at each scheduled
Board meeting.
• Reviewed monthly finance reports,
including details of performance
against budget and the Group’s
financial position.
• Approved the Group’s annual report
and full and half-year financial
results, and made recommendations
regarding dividend payments.
• Approved the issue of £400m
3.5% bonds due 2021, and the
establishment of a US$1.64bn
commercial paper programme, under
which the Group has issued paper.
• Received the Group’s budget
presentation for 2014/15 and received
updates on Group insurance and
pension arrangements.
Governance • Corporate governance report