Board of Directors
Role of the Board
The core responsibility of the Board is to ensure C&C is appropriately managed to achieve its long-term objectives, generating value for shareholders and contributing to wider society. The Board’s objective is to do this in a way that is supported by the right culture and behaviours. The Board has adopted a formal schedule of matters specifically reserved for decision by it, ensuring that it exercises control over appropriate strategic, financial, operational and regulatory issues.
The Board’s composition is central to ensuring all Directors contribute to discussions. The balance of skills, background and diversity of the Board contributes to the effective leadership of the business and the development of strategy.
The Board comprises Executive Directors and, in a majority, Non-Executive Directors. The independence of Non-Executive Directors is considered by the Board and reviewed at least annually, based on the criteria suggested in the Corporate Governance Code 2016 (‘the Code’).
Following this review for FY2022, the Board concluded that all the Non-Executive Directors continue to remain independent in character and judgement and are free from any business or other relationship that could materially interfere with the exercise of their independent judgement in accordance with the Code.
Appointments to the Board
Recommendations for appointments to the Board are made by the Nomination Committee. The Committee follows Board approved procedures which provide a framework for the different types of Board appointments on which the Committee may be expected to make recommendations. Appointments are made on merit and against objective criteria with due regard to diversity (including skills, knowledge, experience and gender).
All Board appointments are subject to continued satisfactory performance followings the Board’s annual effectiveness review. The Nomination Committee leads the process for Board appointments and makes recommendations to the Board.
A description of the Board’s policy on diversity, and more information on how the Board operates, is found in our most recent Annual Report and Accounts.