Good corporate governance involves ensuring that an effective internal framework of systems and controls is in place which clearly defines authority and accountability and promotes success whilst permitting the management of risk to appropriate levels.
The Board of the Company is committed to ensuring that it provides effective leadership and promotes a culture of uncompromising ethical standards based on honesty, integrity, openness and effective debate. As individuals, we believe that the highest standard of corporate governance is vitally important to the success of the business and will contribute to improve company performance as well as help the Board discharge its duties in the best interests of its stakeholders and for the long term success of the Company. The Board achieves this by requiring that good governance principles and practices are adhered to and are embedded throughout the Company.
Good corporate governance is about helping to run the Company well. It involves ensuring that an effective internal framework of systems and controls is put in place which clearly defines authority and accountability and promotes success whilst permitting the management of risk to appropriate levels. It involves the exercise of judgment as to the definitions of success. The exercise of this judgment is the responsibility of the Board.
To enhance its performance and effectiveness the Board sets itself explicit objectives following the outcome of the Board appraisal process for the prior year. The Board has regularly monitored its performance against these and has found this process adds value.
Further information can be found in the Corporate Governance section of the latest full Annual Reports and Accounts.
Chairman, Royal Mail plc
The Board's focus during the year included:
The Board is responsible for setting the objectives and strategy for the Group and for monitoring its performance and risk management. The Board has adopted matters reserved setting out its duties and obligations and has defined those matters that are reserved exclusively for its consideration. These include the approval of strategic plans, financial statements, acquisitions and disposals, major contracts, projects and capital expenditure.
The biographies of each of the Directors, setting out their current roles, commitments and previous experience can be found in our Management & Committees section.
An evaluation of the Board, its Committees and the individual Directors is carried out annually with the support of the Company Secretary. It is a very valuable tool which allows Directors and other senior management to provide effective and constructive observations and ensures continuous improvement in the Boards performance as leaders of the business.
Following an internal evaluation in 2016-17, and in anticipation of a more in-depth external evaluation in the autumn of 2018 by Independent Board Evaluation, the Board carried out a lighter touch evaluation in March 2018. This was also facilitated by Independent Board Evaluation. The results of this evaluation found that our Board and each of the Committees function very well and they continued to make an effective contribution to the leadership and progression of the Group.
The findings are discussed in more detail on Annual Report and Accounts 2017-18.
Directors may take independent professional advice in the furtherance of their duties, at the Group’s expense. All Directors have access to the advice and services of the Company Secretary, the appointment and removal of whom is a matter for the Board as a whole.
On appointment, all the Directors take part in an induction programme, in which they receive information about the Group, the role of the Board and matters reserved for its decision, the role of the principal Board Committees, the Group’s Corporate Governance arrangements and the latest financial information about the Group. This is supplemented by visits to key business locations and meeting key personnel.
The Board believes that there are significant benefits to both the Group and the individual from Executive Directors accepting non-executive directorships of companies outside of the Group. The Board’s approach is normally to limit Executive Directors to one non-executive directorship, for which the Director may retain the fees.
The Board of Royal Mail Group believes that effective risk management and a sound control environment are fundamental to the Group.
The Group operates a system of internal control, including operational, financial, and compliance controls, and risk management systems.
The Board is responsible for setting the objectives and strategy for the Group and for monitoring performance and risk management.