NEDs & Board Committees

Remuneration & Nomination

Executive remuneration has emerged from the shadows to be one of the hottest topics in the business world. There is a sense of increasing political hostility in Europe with bankers’ bonus caps from the EU and even Switzerland voting for tough new measures.

This change of environment has meant that designing simple and transparent remuneration policies acceptable to both shareholders and business aims is now the goal. And so, the attention has increased the pressure on Remuneration Committee (RemCo) Chairs to be tougher and more independent.

While previously the role was perceived as maximising CEO and executive pay independence is now seen as paramount. RemCo policy must strike a balance between the wants of the shareholders as well as executives. This toughness is essential as they have to pushback on both shareholders and an executive team who might not share the same goals – as the recent ‘shareholder spring’ has demonstrated.

While the general composition of the Board has remained stable, Nomination Committees have helped other features of the Board change. There has been a willingness to add greater diversity to the Boardroom with the number of female directors increasing. The image of old men in suits has also begun to wane with the average age of members dropping – helped by youthful Technology companies.

Audit & Risk

With the emergence of technology as a key business issue rather than just one contained within the IT function, Audit and Risk Committees are increasingly having to develop a tech strategy.

The adoption of technology throughout businesses contains a complex set of risks, often revolving around the potential compromise of sensitive information which can significantly disrupt business processes.

While Audit and Risk Committees generally rate the information they receive as good there is less confidence when it comes to information regarding Cyber Security.

When Audit Committees know how best to focus risk oversight on the technology issues most critical to the company and its industry, they can efficiently confirm that the appropriate framework is in place and that continuous monitoring and improvement initiatives are adopted and sustained.

This has contributed to a growing workload for Audit Committees and a feeling that it is increasingly difficult to oversee Risk.

Regulation, public policy initiatives as well as economic and political uncertainty have, typically, been outlined as challenging risks for their companies. Non-financial indicators of longterm performance - particularly talent, innovation and brand reputation continue to pose challenges for Audit Committees, despite a feeling that they should have greater involvement in these issues.

NED appointments within Financial Services

HSBC

Sir Jonathan Evans

Legal & General

Lizabeth Zlatkus

Lloyds Banking Group

Dyfrig John

Standard Chartered Bank

Kurt Campbell

Christine Hodgson

Royal Bank of Scotland Group

Robert Gillespie

Barclays

Frits van Paasschen

Michael Ashley

Wendy Lucas-Bull

Stephen Thieke

Hargreaves Lansdown

Shirley Garrood

London Stock Exchange Group Stephen O’Connor

Stuart Lewis

Sherry Coutu

Joanna Shields

Prudential Plc

Anthony Nightingale

Alice Schroeder

Jean Park

Aviva

Michael Mire

Patricia Cross

Resolution Limited (Friends Life)

Roger Perkin

David Allvey

Marian Glen

RSA Insurance Group

Kath Cates

Melrose

Liz Hewitt

Old Mutual

Dr Nkosana Moyo

Zoe Cruz

Adiba Ighodaro

Capita

Dawn Marriott-Sims

British Land Company

Tim Score

Land Securities Group

Cressida Hogg

Edward Bonham Carter

Standard Life

Martin Pike

Sue Harris

Alison Hewitt

Iain Cornish

Simon Jeffreys

Rodger Yates

NED appointments within Technology & Telecoms

ARM Holdings

Eric Meurice

Sage Group

Jonathan Howell

Neil Berkett

Drummond Hall

Inna Kuznetsova

BT Group

Warren East

Vodafone

Val Gooding

NED appointments within Pharmaceuticals & Life Sciences

GlaxoSmithKline

Hans Wijers

Shire

Dominic Blakemore

Smith & Nephew

Michael Friedman

NED appointments within Consumer

William Hill

Sir Roy Gardner

WPP Group

Roger Agnelli

Jacques Aigrain

Hugo Shong

Sally Susman

Dr John Hood

Daniela Riccardi

Charlene T Begley

Nicole Seligman

Burberry Group

Matthew Key

InterContinental

Hotels Group

Jill McDonald

Ian Dyson

J Sainsbury Lady Susan Rice

Marks & Spencer

Alison Brittain

Tesco

Mark Armour

International Consolidated

Airlines Group

Alberto Terol Esteban

Marjorie Scardino

María Fernanda Mejía Campuzano

TUI Travel

Val Gooding

Babcock International

Jeff Randall

British American Tobacco

Savio Kwan

Imperial Tobacco

Karen Witts

NED appointments within Industrial

CRH

Donald McGovern

Henk Rottinghuis

Ashtead

Wayne Edmunds

BAE Systems

Ian Tyler

Chris Grigg

BG Group

Pam Daley

Martin Ferguson

Centrica

Michael Linn

Aggreko

Ian Marchant

Rolls-Royce Group

Warren East

Johnson Matthey

Odile Desforges

National Grid

Therese Esperdy

Scottish and Southern Energy

Sue Bruce

Weir Group

Mary Jo Jacobi

Randgold Resources

Jemal-ud-din Kassum

Mondi

Tshamano Mohau

Frederik (Phaswana)

SABMiller

Guy Elliott

Anglo American

Byron Grote

Dr Judy Dlamini

Dr Mphu Ramatlapeng

Jim Rutherford

Antofagasta

Andrónico Luksic

Vivianne Blanlot

Rio Tinto Group

Anne Lauvergeon

Tullow Oil

Jeremy Wilson

Kathleen Hogenson (Petrofac)

Severn Trent

Angela Strank

Philips Remnant

United Utilities

Mark Clare

Intertek Group

Dr Mark Williams

Glencore Xstrata

John J Mack

Pater Grauer