Experian 2015 Annual Report Download - page 68

Board support
The Group Corporate Secretariat,
under the leadership of Charles Brown,
the Company Secretary, provides
administrative and logistical support
to the Board. The Company Secretary
is also responsible for:
• corporate governance, statutory
and listing, prospectus, and disclosure
and transparency rules compliance
and reporting;
• shareholder services;
• enterprise risk management; and
• corporate responsibility.
He is secretary to the Board, its
principal committees and the Global
Strategic Projects Committee, and is
a member (and secretary) of the
Group Operating Committee.
All directors receive financial and
operational information each month,
to help them discharge their duties.
Board papers are circulated at least a
week ahead of each Board meeting, to
ensure directors have time to review
them before meetings.
Directors have access to independent
professional advice at the Company’s
expense, if they consider it appropriate.
No director obtained any such advice
during the year ended 31 March 2015.
Induction and training
There is an induction programme for all
new non-executive directors. Jan Babiak’s
induction programme during the year
comprised the following corporate
and business/operational sessions:
Corporate – this included: strategy; a
financial overview; budget and capital
strategy; corporate development; legal,
regulatory and government affairs;
risk; information security; corporate
responsibility; global sales operations;
talent and people; audit; market and
investor relations matters; and governance/
Board issues. The relevant corporate
executives provided the induction, and
meetings were held with the external
auditor and lead external counsel.
Business/operations – this part of
the induction included: a customer
service overview; data centre tour; client
and strategic development; product
demonstrations; overviews of the Credit
Services, Marketing Services, Decision
Analytics and Consumer Services global
business lines; and spending time with
the Passport Health business.
The Board also received the following
training and updates during the year:
Madrid, Spain – at the meetings in
September 2014, the Board received a
comprehensive update on the EMEA
Area Focus for the coming year
Strategy Continued challenge of operating structures and business models to ensure they remain optimal in a changing
external environment. Enhanced reporting to the Board regarding execution of the Group’s strategy.
Reporting Enhance Board reporting to include further metrics, and potential additional non-financial indicators.
Risk management
and systems
Development of risk appetite and tolerance statements for principal risks; continuation of training in
key information security and regulatory compliance areas; consideration of the FRC’s Guidance on Risk
Management, Internal Control and Related Financial and Business Reporting.
Board composition
and balance/
succession planning
Continue to review Board structure and composition; focus on succession planning for the broader executive
team and development plans for identified short- to medium-term successors.
Remuneration Renewal of the Group’s long-term incentive plans, ensuring that shareholders’ views and the recommendations
of the revised UK Corporate Governance Code are taken into consideration.
Board working Receive thematic presentations covering areas that address the Group’s strategic priorities and challenges.
Ensure continued regular opportunities for non-executive directors and the Chairman to meet privately, while
recognising the importance of the Board’s inclusive structure.
Board development Continue an effective programme of overseas visits to get a deeper view of local issues, including risk and
culture; including the perspective of external experts.
Balance of executive and
non-executive directors
at 31 March 2015
Chairman
Executive
Independent non-executive
Length of tenure
of directors
at 31 March 2015
0–5 years
Over 5 years
The Board has agreed the following areas of focus for the coming year:
Corporate governance report continued
66 Governance •Corporate governance report