Annual Board Evaluation

All board members support and debate the company’s strategy and values, enabling them to set the tone at the top.

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All board members have a clear understanding of the company’s core business, its strategic direction and the financial and human resources necessary to meet its objectives.

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The board sets itself objectives and measures its performance against them on an annual basis.

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Board meetings encourage a high quality of debate with robust and probing discussions.

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Board members make decisions objectively and collaboratively in the best interests of the company and feel collectively responsible for achieving organisational success

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The board communicates effectively with all of the company’s stakeholders and seeks their feedback.

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Board members recognise the role which they and each of their colleagues are expected to play and have the appropriate skills and experience for that role.

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The board responds positively and constructively to events in order to enable effective decisions and their implementation, and to encourage transparency.

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The Chairman’s leadership style and tone promotes effective decision-making and constructive debate, and ensures that the board works as a team.

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The Chairman and the Chief Executive work well together and their different skills and experience complement each other.

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All board members attend and actively contribute at meetings.

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The board has open channels of communication with the executive board and others, and is properly briefed.

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The board’s approach to reviewing risk in the organisation is open and questioning, and looks to learn lessons from events, rather than apportion blame.

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The board is the right size and has the best mix of skills to ensure its optimum effectiveness.

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The terms of reference for the board are appropriate, with clearly defined roles and responsibilities, ensuring that the right issues are being addressed.

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The board’s committees are properly constituted, perform their delegated roles and report back clearly and fully to the board.

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The Audit Committee provide sufficient, independent and robust challenge to the Senior Executives and the Company’s auditors.

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The Audit Committee demonstrates strong leadership in assisting the Board in setting governance standards, specifically with a view on financial controls, financial reporting and audit effectiveness.

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The Remuneration Committee, together with the Remuneration policy, provide an appropriate framework for Remuneration governance for the Group.

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The Company Secretary acts as an appropriate conduit for the provision of information to the board and as support to the Chairman and the Non-Executive Directors.

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The contribution of the executive directors, as members of the board rather than as senior executives, is effective.

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The Non-Executive Directors contribute effectively to the development of strategy and the monitoring of the performance of the executive board, providing both support and challenge.

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The board meets sufficiently often, and with information of appropriate quality and detail, so that agenda items can be properly covered in the time allocated.

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The board’s agenda covers all matters of importance to the company, is prioritised and includes the consideration of corporate reputation, its enhancement and the risks surrounding it.

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The company makes best use of its Annual General Meeting.

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The board has defined its external stakeholders and ensures that the company has the right level of contact with them.

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The board uses an active and well-structured process to manage risk, taking account of the company’s activities and the breadth of functions across the business.

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Board members receive proper induction on appointment and on-going advanced training is available to meet individual development needs.

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There is appropriate succession planning for key board members and the executive board.

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Board members are individually subject to an annual performance evaluation that measures their contribution and commitment.

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Does the Board give appropriate attention to ESG matters including how ESG can contribute to the long term success of GlobalData?

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