The roles of the Chairman and Chief Executive

There is a clear division of responsibilities between Mr Franklin as Non-executive Chairman and Mr Atkinson who, as Chief Executive, is the Director ultimately responsible for the running of the Group’s business.

The Chairman is responsible for the following matters pertaining to the leadership of the Board:

• ensuring appropriate Board composition;
• ensuring effective Board processes;
• setting the Board’s agenda;
• ensuring that Directors are properly briefed in order to take a full and constructive part in Board and Board Committee discussions;
• ensuring effective communication with shareholders; and
• ensuring constructive relations Executive and Non-executive Directors.

The Chief Executive is responsible for the following matters:

• formulating strategy proposals for the Board;
• formulating annual and medium-term plans charting how this strategy will be delivered;
• apprising the Board of all matters which materially affect the Group and its performance, including any significantly underperforming business activities; and
• leadership of executive management to enable the Group’s businesses to deliver the requirements of shareholders;
  • ensuring adequate, well-motivated and incentivised management resources;
  • ensuring succession planning; and
  • ensuring appropriate business processes.