Constitution

The Board has established a Committee of the Board to be known as the Group Executive Committee. The objective of the Committee:

is to take, or to establish the basis on which, all decisions are taken, other than those matters specifically reserved for the Group Board or its committees.

Authority

The Committee shall be appointed and empowered by the Board with the objectives and terms of reference established by the Board.

Membership

The Committee shall consist of the following members of the senior management team:

Group Chief Executives
Group Finance Director
General Manager, UK
Regional General Manager, Europe
President, Allied
Head of Group Marketing
General Manager, Product Management
General Manager, Operational Processes
General Manager, IS/EBS
General Manager, Group HR

The General Manager, Japan and the Regional General Manager, Asia will attend meetings on a less frequent basis.

Attendance at meetings

Senior managers may be invited to attend.

Chairman

The Committee shall normally be chaired by the Group Chief Executive.

Quorum

A quorum shall be two members.

Secretary

The secretary shall be the PA to the Group Chief Executive.

Frequency of meetings

Meetings shall be held monthly. Any Committee member has the right to call an ad hoc meeting of the Committee should they feel the need to do so.

Duties

In fulfilling the objective detailed above, the Committee shall inter alia:

  • devise and ensure the achievement of the Group's strategic intent;
  • direct and monitor performance of Processes and Operating Companies;
  • prioritise initiatives and allocate resource;
  • approve and monitor strategic and forecasting processes by setting formats, guidelines and timetables;
  • approve investment proposals, and monitor the progress of approved investment within the authority delegated by the Board
    • ;
  • establish (after agreement by the Board when appropriate) and maintain appropriate Group policies to be adhered to by all companies;
  • accept prime responsibility for the continuing Group-wide development of senior people, including training, evaluation procedures, employment conditions and reward and recognition practices;
  • develop the Group's policies and practices in respect of all risk management, health, safety and environmental issues to ensure compliance with best possible practice;
  • develop Group response and practice in respect of compliance issues, other than those of a purely local nature;
  • address areas or topics specifically referred to the Committee by either the Group Board or the Group Chief Executive.

Reporting procedures

The minutes of all Committee meetings will be circulated to the Board.