Board of Directors
Paul Dupee*, Chairman
Appointed to Chairman 14 September 2011. Appointed to the Board as a non-executive Director on 2 February 2011. Currently Managing Partner of Haddeo Partners LLP. Formerly Director and Chairman of Lynton Aviation, Boston Celtic Communications, and Boston Celtic Limited Partnership. Previously President and Director of Providence Capitol International Investment Ltd, a subsidiary of Gulf + Western Industries.
Nigel Rogers, FCA, Chief Executive Officer
Appointed to the Board as Chief Executive Officer on March 26, 2012. Previously Chief Executive Officer of Stadium Group Plc from March 2001 to April 2011. Served as Managing Director from 1998 and was Group Finance Director from 1993. Previously Business Development Manager at Formica Corporation, and held senior management positions at PwC.
Neil Richard Carrick, FCA, Group Finance Director and Company Secretary
Appointed to the Board as Group Finance Director since 3 October 2011. Formerly Finance Director at Cosalt plc and Group Financial Controller & Company Secretary of William Cook Plc.
Stephen Rutherford*, BSc CEng MIM, Non-executive Director
A non-executive Director since 1 October 2007. Managing Director of Neofil Limited. Previously Managing Director of Bridon Group.
Derek Zissman*, FCA, MCSI, Non-executive Director
Appointed to the Board as a non-executive Director on 2 February 2011. Chairman of the advisory board at Alchemy Partners LLP, a non-executive director of Seymour Pierce Ltd and a member of the Barclays Wealth Advisory Committee. Previously vice-chairman of KPMG LLP.
* Member of the Audit Committee and member of the Remuneration Committee.
The Audit Committee
The Audit Committee oversees how management monitors compliance with the Group's risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Group. The Audit Committee is assisted in its oversight role by head office staff undertaking both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.
The Remuneration Committee
The Remuneration Committee (the Committee) is responsible for determining the salary and benefits of Executive Directors. It currently consists of three non-Executive Directors. The members of the Committee during the year have been:
S J Rutherford (Committee Chairman)
M J Temple (until his resignation on 14 September 2011)
The Committee held four meetings during the year. The most significant matters discussed by the Committee at its formal meetings this year were:
– the operation of a bonus scheme in the current economic climate;
– the formal grant of awards under the share plans; and
– a review of Executive Directors' salaries.