Marks and Spencer 2010 Annual Report Download - page 54

Marks and Spencer Group plc Annual report and financial statements 2010 Directors’ report 50
Action Plan 2010/11
Overall we felt we had addressed all the points on our 2009/10
action plan. The Board has strengthened its structures and
approach and is working well. But there is always scope for doing
better so this year we have set ourselves actions to support our
commitment to driving further improvement.
In 2010/11, in addition to its other responsibilities, the Board will
focus on:
developing leaders within the business; –
ensuring the reward systems are appropriate and stretching; –
monitoring the level of risk and the governance to support risk –
management; and
making the most of our heritage and values. –
We will report on our progress again next year.
The Board is the guardian of the M&S brand, its reputation
and stakeholder relationships. If we do the right thing, the
right way these will be protected.
The Board monitors this and seeks to set the right tone from the
top. More specifically, it regularly discusses and reviews:
brand values – quality, value, service, innovation and trust;
Plan A and sustainability – our ambitious environmental,
ethical and social commitments; and
– code of ethics a guide to the values, behaviours and
ways of working we uphold.
In 2009/10 we reinvigorated our performance management.
Line managers are now more accountable for creating the right
conditions for people to perform at their best. This includes giving
regular feedback, not only against set objectives but also against
the eight business competencies which describe the behaviours
required at M&S.
Our heritage is important and affects what people expect
from us. We must build on our history and values to keep them
relevant to doing business today so that our past can inform our
future. Last year we celebrated our 125th anniversary with our
customers and employees. We know we are only as strong as the
communities in which we trade so we also challenged employees
to raise £1.25m for local charities in just 125 days. Across the
country, employees rose to the challenge, more than doubling
this target to raise £2.8m benefitting over 500 local charities.
We are proud to have built up one of the best corporate
archives in the UK which we will be moving to the University of
Leeds in 2011. Our archive comprises over 60,000 items
including clothing, artefacts and photographs. It illustrates our
past but also challenges us to make sure we continue to do the
right thing for the continued success of M&S.
“Quite rightly, people have very high expectations of
Marks & Spencer – our products, our services and our people.
If ever I’m in any doubt about the right thing to do, I know I can
look to our enduring brand values of quality, value, service,
innovation and above all, trust.”
Lesley Brownett, Deputy Secretary
Who is on our Committees?
Our non-executive directors play an important governance role in
the detailed work they carry out on our Committees on behalf of
the Board. On 9 September 2009 we made a number of changes.
Steven Holliday, who has been a member of the Remuneration
Committee since his appointment to the Board in July 2004,
stepped up to chair that Committee and Jan du Plessis was
appointed a member. Louise Patten was also appointed a member
of the Audit Committee. The Group Secretary supports the
Committee Chairmen in making sure members are equipped for
robust debate and informed decision-making and that they allocate
their time to the right things.
The Board has satisfied itself that at least one member of the
Audit Committee has recent and relevant financial experience and
is confident that the collective experience of its members enables
it to be effective. It also has access to the financial expertise of
the Group, the external and internal auditors and can seek further
professional advice at the Company’s expense, if required.
Nomination & Governance Committee
Sir David Michels, Chairman
Sir Stuart Rose
Marc Bolland*
Jeremy Darroch
Martha Lane Fox
Steven Holliday
Louise Patten
Jan du Plessis
Audit Committee
Jeremy Darroch, Chairman
Sir David Michels
Martha Lane Fox
Steven Holliday
Louise Patten**
Jan du Plessis
Remuneration Committee
Steven Holliday**, Chairman
Martha Lane Fox
Sir David Michels
Louise Patten
Jan du Plessis**
* Appointed 1May 2010.
** Appointed on 9 September 2009.
What have the Committees done during the year?
In 2009/10 the Board had to make some high profile decisions
during a period of continuing economic uncertainty which had
an understandable impact on consumer and investor confidence.
As a result our non-executives committed significant time in addition
to their scheduled meetings set out on page 53. Our Chairmen
have set out overleaf the key areas of focus of Committees last year,
as illustrated in Box E.
Governance report
Effectiveness continued
BOX D: WHAT GUIDES OUR BEHAVIOURS