Capita plc and its subsidiaries (the Group) remain committed to maintaining high standards of corporate governance.
Sir Ian Powell, non-executive chairman since 1 January 2017, presents the report on the work of the Board during 2018: how it has addressed the business challenges, launched the Rights Issue, and overseen the Strategic Review and launch of the Transformation Programme during the year.
Role of the Board
The Board retains certain matters for its own preserve with other specific responsibilities delegated to its principal committees, namely the Nomination Committee, the Remuneration Committee and the Audit & Risk Committee.
Matters reserved for the Board include:
Strategy and management, including responsibility for the overall leadership of the Group, setting the Group's values and standards and overview of the Group's operational management.
Structure and capital including changes relating to the Group’s capital structure and major changes to the Group’s corporate structure including acquisitions and disposals and changes to the Group’s management and control structure.
Financial reporting including the approval of the half-yearly report, interim management statements and preliminary announcement for the final results. Also the approval of the dividend policy, the setting and approval of treasury policies and establishing and maintaining accounting policies.
Internal controls, ensuring that the Group manages risk effectively and approves all acquisitions, disposals of assets and share acquisitions.
Contracts, including approval of all major capital projects and major investments including the acquisition or disposal of more than 3% in the voting shares of any company or the making of any takeover offer.
Any changes to the structure, size and composition of the Board.
Ensuring satisfactory communications with shareholders.