EXTERNAL REVIEW

The most recent externally-facilitated Board effectiveness review commenced in 2016 and concluded in 2017. It was carried out by Independent Audit Limited* (“Independent Audit”) which had previously conducted an externally-facilitated review of the effectiveness of the Board and its Committees in 2013 and was therefore well placed to assess progress on the committed action plans carried out in the years since.

Following the 2016 externally-facilitated review and based on interviews and reviews of Board and Committee papers, Independent Audit stated in its February 2017 report that:

  • a very thorough approach to follow-through of the agreed actions had been adopted 
  • considerable progress has been made across many aspects of the Board’s activities, including a strong focus on cost and competitiveness as well as considerable attention given to other crucial areas, including relations with local communities, and to safety and health
  • looking ahead, management will need to focus on the further development of the information provided to Directors to help support discussion of the main challenges and risks. In turn, the Board will need to assess how the Group will respond to industry trends, macroeconomic developments and innovation

INTERNAL REVIEW

Following the externally-facilitated review, the Chairman and the Senior Independent Director met to agree an action plan for closing the gaps identified by Independent Audit.

During the year, the Senior Independent Director also asked Non-Executive Directors to complete a survey on the Chairman’s effectiveness. At a meeting without the Chairman present, the Senior Independent Director presented consolidated results to Non-Executive Directors and agreed on both positive aspects and improvement opportunities, which were summarised in a feedback letter shared by the Senior Independent Director with the Chairman. The Chairman used these comments to improve further the effective operation of the Board.

In turn, the Chairman assessed each of the Non-Executive Directors’ individual effectiveness, performance and potential to assume new Board or Committee roles, as input to update the Board and Committee succession plans.

Significant improvements have been made to Board effectiveness over the past four years. The Board will continue to use the findings of the February 2017 progress report to make additional, focused improvements to Board and Committee effectiveness. The Board will conduct an internal effectiveness assessment in 2018 in preparation for the next external evaluation in 2019 or 2020.