Governance at work
The Board looks to encourage a culture of strong governance across the business, and continues to adopt the principles of good governance by adhering to the requirements of the UK Corporate Governance Code.
The Board is collectively responsible to the Company’s shareholders for creating and preserving the long-term success and performance of the business. The key principles of the code are outlined below:
The Board provides leadership either directly or through the operation of its committees. The Chairman is ultimately responsible for the make up and composition of the Board to best deliver the business strategy.
The Board sets the strategic objectives and approves and monitors performance against budgets and forecasts. An evaluation process is regularly undertaken to ensure Board members have the necessary skills in place. Being effective also means maintaining relationships and continued engagement with shareholders.
The Board is responsible for establishing and maintaining the risk management and internal controls and has delegated the responsibility to ensure compliance with the new code to the Audit & Risk Committee.
The role of the Remuneration Committee is to determine and maintain a fair reward structure that attracts the right talent and incentivises Directors to deliver its strategic objectives and maintain stability of management.
How the Board oversees management and the business
- Runs the Company’s business.
- Responsible, with the senior executive team for implementing the decisions of the Board and its committees.
- Promotes and conducts affairs of GVC with the highest standards of integrity, probity and corporate governance.
- Manages the leadership team and promotes the strategic mission and goals to all employees.
- Engages with external stakeholders to explain the corporate goals and progress of the business strategy.
- Ensures future business decisions are grounded in solid financial criteria.
- Provides insight and analysis to support the CEO and senior executive team.
- Leads key initiatives in finance that support overall strategic goals.
- Funds, enables and executes the strategy set by the CEO.
- Develops and defines the overall strategy of the organisation.
- Presents the organisation’s progress on strategic goals to external stakeholders.
- Oversees the effective running of the Board.
- Ensures that the Board as a whole plays a full and constructive part in the development and determination of GVC’s strategy and overall commercial objectives.
- Acts as a guardian of the Board’s decision-making.
- Promotes the highest standards of integrity, probity and corporate governance throughout the Company and particularly at Board level.
- Oversees the effective engagement with the Company’s various stakeholders.
As well as performing the normal duties expected of a NED the SID also:
- is available to shareholders if they have concerns which contact through the Chairman, CFO or CEO has failed to resolve or for which contact is inappropriate.
- leads the NEDs in evaluating performance of the Chairman, taking into account the views of Executive Directors.
- maintains sufficient contact with shareholders to understand their issues and concerns.
- performs such other tasks and responsibilities as may be contemplated by the code or best practice from time to time.
- Constructively challenges and contributes to the development of strategy.
- Scrutinises the performance of management in meeting agreed goals and objectives and monitors the reporting of performance.
- Satisfies themselves that financial information is accurate and that both controls and the systems of risk management are robust and defensible.
- Is responsible for determining appropriate levels of remuneration of Executive Directors and has a prime role in succession planning,
appointing and where necessary removing senior management.