Nominations committee report
Membership of the nominations committee
Nominations committee attendance 2010
| Meetings eligible to attend | Meetings attended | |
|---|---|---|
| Sir Simon Robertson (chairman) | 4 | 4 |
| Helen Alexander CBE | 4 | 4 |
| Peter Byrom | 4 | 4 |
| Iain Conn | 4 | 4 |
| Peter Gregson | 4 | 3 |
| John McAdam | 4 | 4 |
| John Neill CBE | 4 | 3 |
| John Rishton 1 | 2 | 2 |
| Sir John Rose | 4 | 4 |
| Ian Strachan | 4 | 4 |
| 1 | John Rishton retired as a member of the nominations committee on September 30, 2010 on the announcement of his appointment as the next Chief Executive. |
In 2010, Sir Simon Robertson chaired the nominations committee which comprises the Chairman, the Chief Executive and the independent non-executive directors and which is attended by the General Counsel and Company Secretary.
Responsibilities
The committee makes recommendations to the Board on the appointment of executive and non-executive directors and on the membership of Board committees. It is assisted in the former task by external recruitment consultants. It reviews succession planning generally and also reviews specific appointments to the Board and to other senior positions within the Group. The committee also oversees the annual review of Board effectiveness.
In carrying out these tasks, the committee gives careful consideration to the balance of skills required on the Board, including the need to reflect diversity, international experience and strong managerial and business skills. Before recommending the appointment of a non-executive director to the Board, the committee satisfies itself that the candidate will have sufficient time available to discharge his or her responsibilities effectively.
The work of the committee in 2010
During the year, the committee recommended to the Board the reappointment of Helen Alexander CBE, Peter Byrom, Iain Conn, Peter Gregson, John Rishton and Sir Simon Robertson subject to those directors being re-elected at the 2011 AGM. The committee also engaged Egon Zehnder International (EZI) to conduct an executive search for a suitable successor to Sir John Rose and, after consideration of several candidates, recommended to the Board that an existing non-executive director, John Rishton, be appointed, such appointment to take effect on Sir John’s retirement on March 31, 2011. The committee has subsequently engaged EZI to search for a suitable non-executive director with substantial and recent relevant financial experience to be considered for the role of audit committee chairman.
The committee reviewed the situational conflicts declared by each director. It considered the independence of each non-executive director and made recommendations to the Board. The committee also considered the future structure of the Board and received a report from the Director - Human Resources on progress made in the last three years to build strength in depth for the executive team.