As at 31 March 2011 the Board comprised the Non-Executive Chairman, two Executive Directors and three Independent Non-Executive Directors. The Board is collectively responsible for the performance of the Company. The Board has carefully considered the guidance criteria on independence of Non-Executive Directors under the Combined Code. In the opinion of the Board, all the continuing Non-Executive Directors bring independence of judgement and character to the Board and to the committees on which they sit. They are sufficiently independent of management and are free from any business or other relationships which could interfere with the exercise of their judgement. Their considerable and diverse experience enables them to make a valuable contribution to the Company. The Board has nominated Bernard Cragg to act as the Senior Independent Non-Executive Director, thus providing an alternative contact at Board level, other than the Chairman, to whom shareholder matters can be addressed.
In July 2011 Tony Hales stepped down as chairman at the AGM. Daniel Kitchen was appointed to the Board in June 2011 and was then appointed as chairman at the conclusion of the AGM in July 2011.
The Board has a formal schedule of matters reserved for its approval. It is responsible for the overall Group strategy, risk management and the review and approval of major investment proposals, significant capital projects and disposals and acquisitions of more than £2m. The Board discusses and agrees strategic plans and reviews budgets, business plans and business performance.
The Board has ultimate responsibility for the Group’s overall management, its business and its financial strategy. Other day-to-day operational decisions are delegated by the Board to the Executive Committee.