Index of compliance
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Index of compliance against disclosures under the QCA Code
September 2023
In accordance with the QCA Corporate Governance Code (“the QCA Code”) items requiring disclosure in the annual report & accounts have been referenced to the Group’s 2022 annual report published on 21 March 2023.
Principle 1 – Establish strategy for long-term shareholder value | |
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Explain the company’s business model and strategy | Annual report 2022 See ‘Business Model’ on p12-13 and ‘Strategy’ on p14 |
Principle 2 – Meet shareholder needs and expectations | |
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Explain the company’s shareholder engagement | See ‘Shareholder relations’ section of the Directors’ responsibilities page |
Principle 3 – Take into account wider stakeholder and social responsibilities | |
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Explain how the business model identifies key resources and relationships | See ‘Stakeholder awareness and engagement’ section of the Directors’ responsibilities page |
Explain how the company obtains and acts on stakeholder feedback | See ‘Stakeholder awareness and engagement’ section of the Director’s responsibilities page |
Principle 4 – Embed effective risk management | |
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Describe how the board has embedded effective risk management to execute strategy | Annual report 2022 See ‘Risk management’ on p30-31 |
Principle 5 – Maintain the board as a well-functioning, balanced team | |
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Identify directors considered to be independent | Annual report 2022 See ‘Board of directors’ on p42 and ‘Independence and re-election of long-serving directors’ on p50-51 |
Describe time commitment required from directors | Annual report 2022 See ‘Operation of the board’ on p50 |
Include the number of board and committee meetings, and attendance records | Annual report 2022 See ‘Operation of the board’ on p50 |
Principle 6 – Ensure the board has necessary up-to-date experience and skills | |
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Identify each director | Annual report 2022 See ‘Board of directors’ on p42 |
Describe the relevant skills, experience and qualities of each director | Annual report 2022 See ‘Board of directors’ on p42 and ‘Independence and re-election of long-serving directors’ on p50-51 |
Explain how each director keeps their skills up to date | Annual report 2022 See “Chairman’s statement on corporate governance” on p48-49 |
Describe and explain any external advice sought by the board or any committee | Annual report 2022 See ‘Operation of the board’ on p50 |
Explain the role of any external advisors to the board or any committees | Annual report 2022 See ‘Operation of the board’ on p50 |
Describe any internal advisory responsibilities in advising the board | Annual report 2022 See ‘Operation of the board’ on p50 |
Principle 7 – Evaluate board performance | |
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Include an explanation of the board evaluation process | Annual report 2022 See ‘Board performance evaluation’ on p52 |
Provide an overview of how the board evaluation was conducted and its results | Annual report 2022 See ‘Board performance evaluation’ on p52 |
Provide a more detailed description of the board evaluation process | See the Board evaluation page. |
Explain how the company approaches succession planning | See ‘Succession planning’ section of the Directors’ responsibilities page and Annual report 2022 ‘Succession planning’ on p51. |
Principle 8 – Promote a culture based on ethical values and behaviour | |
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The chairman’s corporate governance statement should show how the culture is consistent with the company’s objectives, strategy and business model | Annual report 2022 See ‘Chairman’s statement on corporate governance’ on p48-49 |
Explain how the board ensures that ethical values and behaviours are recognised and respected | See the Ethical code of conduct page |
Principle 9 – Maintain appropriate governance structures | |
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Describe roles and responsibilities of key directors | See ‘Chairman and chief executive’ section of the Directors’ responsibilities page and Annual report 2022 ‘Corporate Governance’ p48-53 |
Describe the roles and responsibilities of any committees including their terms of reference | See the Board committees page and Annual report 2022 ‘Corporate Governance’ p53-55 |
Describe which matters are reserved for the board | See the Board objective page |
Describe any plans for evolution of the governance framework | The board intends to review corporate governance in conjunction with board evaluation, which will take place at least every two years. |
Principle 10 – Maintain dialogue with shareholders and stakeholders | |
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Describe the work of any board committees | Annual report 2022 See ‘Audit committee’ on p53 and ‘Directors’ remuneration report’ on p55 |
Include an audit committee report (or equivalent) | Annual report 2022 See ‘Audit committee’ on p53 |
Include a remuneration committee report (or equivalent) | Annual report 2022 See ‘Directors’ remuneration report’ on p55-58 |
Identify any omitted disclosures from principles 1-9 and explain their omission | Considered in full for 2022 annual report; currently no omitted disclosure to disclose |
Disclose the outcomes of all votes | See the AGM results page |
If a significant proportion of votes have been cast against a resolution, explain what action is being taken |
See the AGM results page |
Include historical annual reports and other governance-related material | See the Reports and presentations page |
Strategy
The Group is a responsible producer, striving for excellence, with a focus on continuing growth and offering an increasing yield.
AGM
Our AGM gives investors extensive opportunity to meet and question the board.