Statement of Accountabilities and Compliance
Corporate governance can be defined as the exercise of ethical and effective leadership by the governing body towards the achievement of the following governance outcomes:
- Ethical culture
- Good performance
- Effective control
It is the intention that the principles of integrity and the highest ethical standards are upheld by all who serve the Company and its stakeholders. The Board sets general strategies and policies and ensures the implementation with the support of the Executive Management Team, with one of their duties being the oversight and implementation of good governance.
Roles and Responsibilities
Our Board is composed of the Chairman, two executive directors, four Independent Non-Executive directors, two Non-Executive directors and is supported by our Company Secretary. Their key responsibilities are set out below:
- Responsible for the effective running of the Board and ensuring it is appropriately balanced to deliver the Group’s strategic objectives.
- Promoting a boardroom culture that is rooted in the principles of good governance and enables challenge, debate and transparency.
- Ensuring that the Board as a whole plays a full and constructive part in the development of strategy and that there is sufficient time for boardroom discussion.
- Promoting effective engagement between the Board and its shareholders.
Chief Executive Officer (CEO)
- Executing the Group’s strategy and commercial objectives together with implementing the decisions of the Board and its Committees.
- Keeping the Chairman and Board appraised of important and strategic issues facing the Group.
- Ensuring that the Group’s business is conducted with the highest standards of integrity, in keeping with our culture.
Senior Independent Director (SID)
- Providing a sounding board for the Chairman in matters of governance or the performance of the Board.
- Available to shareholders if they have concerns which have not been resolved through the normal channels of communication with the Company.
- To lead at least annually a meeting of the non-executive directors without the Chairman present to appraise the performance of the Chairman.
- Acting as an intermediary for non-executive directors when necessary.
Non-executive directors (NED’s)
- Providing constructive challenge to our executives, help to develop proposals on strategy and monitor performance against our KPIs.
- Ensuring that no individual or group dominates the Board’s decision making.
- Promoting the highest standards of integrity and corporate governance throughout the Company and particularly at Board level.
- Determining appropriate levels of remuneration for the senior executives.
- Review the inteGrity of financial reporting and that financial.
Company operates a unitary tier board whereby the roles of Chairman and CEO are separately held, and their responsibilities are clearly established, set out in writing and regularly reviewed by the Board.
The overall roles and responsibilities of the Board are:
- Ensuring compliance with applicable laws and regulations and adopted non-binding rules, codes and standards.
- Responsible for leading and controlling the Company’s business, the Company’s strategy, key policies and the approval of financial objectives and targets.
- Custodian of the Company’s corporate governance and ensures that Grit is a responsible corporate citizen in light of the impact its operations might have on the environment and the society in which it operates.
- Responsible for risk governance which includes establishing and monitoring of the Group’s risk management programme, which incorporates internal controls and risk management procedures.
- Ensuring communication to stakeholders is timely, relevant, meaningful and transparent.
- Responsible for Information Governance within the Company.
Board meetings are held at least quarterly, with additional meetings convened when circumstances necessitate. External advisers, executive directors and senior management who are not members of specific Committees may attend Committee meetings by invitation.