Corporate governance report

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Board committees

The Board has appointed the following principal committees: remuneration committee, nomination committee and audit committee. The terms of reference of each of these committees are available on the Company’s website at www.homeretailgroup.com. In order to facilitate better communication with Board members and the provision of information to the Board, all independent non-executive directors serve on each of the Board committees.

The attendance of directors at scheduled meetings of the Board and the Board committees was as follows:

Board member Board meetings
(6)3,4
Audit committee
(4)3
Remuneration committee
(5)3
Nomination committee
(2)3
Terry Duddy1 6 4 5 2
Richard Ashton1 6 4 - -
Oliver Stocken2 6 4 5 2
John Coombe 6 4 5 2
Andy Hornby 6 4 5 2
Penny Hughes 6 4 5 2

Notes:

  1. Terry Duddy and Richard Ashton are not members of the audit committee or the remuneration committee.
  2. Oliver Stocken is not a member of the audit committee.
  3. Includes the final meetings of the period under review which took place in early March 2008.
  4. In addition to the scheduled meetings of the Board, a strategy meeting attended by all Board members and three telephone conferences were held. Board members either participated in the telephone conferences or communicated their views on the topics under discussion in advance.

Remuneration committee

The remuneration committee is chaired by Andy Hornby and its other members are John Coombe, Penny Hughes and Oliver Stocken. In accordance with the Code, the committee meets not less than three times a year. Details of its responsibilities and of compliance with Section B of the Code regarding remuneration are set out in the directors’ remuneration report.

Nomination committee

The nomination committee is chaired by Oliver Stocken and its other members are John Coombe, Terry Duddy, Andy Hornby and Penny Hughes. The nomination committee meets not less than twice a year and has responsibility for making recommendations to the Board on the composition of the Board and its committees, on retirements, appointments of additional and replacement directors and on succession planning. During the year, the nomination committee has considered the composition of the Board and its committees and succession planning.

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