RWS AR 23 Final Single pages - Flipbook - Page 79
Deliver
growth
4
Principle
Embed e昀昀ective
risk management,
considering both
opportunities and
threats, throughout
the organisation
Compliance
•
RWS considers a risk management framework to be a vital tool to ensure existing
and potential risks (including climate-related risks) to the business are identi昀椀ed and
mitigating actions are considered in full.
•
The General Counsel and Company Secretary is responsible for reviewing risks with the
Executive Team and ensures that the Board receives reports on these as well as new
risks, and the processes to mitigate and contain them.
•
Whilst the General Counsel and Company Secretary is responsible for risk
management, all Board and Executive Team members are also empowered to manage
risk e昀昀ectively.
•
See Principal Risks and Uncertainties on pages 44 to 47.
MAINTAIN A DYNAMIC MANAGEMENT FRAMEWORK
5
6
7
Maintain the
Board as a wellfunctioning,
balanced team led
by the Chairman
Ensure that
between them the
Directors have the
necessary up-todate experience,
skills and
capabilities
Evaluate Board
performance
based on clear and
relevant objectives,
seeking continuous
improvement
•
Our Board brings together signi昀椀cant experience in executive leadership, strategic
planning, the sector, operations and 昀椀nancial matters.
•
•
The majority of the Board comprises independent, non-executive directors.
•
The Board regularly assesses its e昀昀ectiveness (see further detail on Board
evaluations on page 76).
•
The Nomination Committee reviews the size, composition, tenure and skills of the
Board. It also leads the process for new appointments, monitors Board and senior
management succession planning, considers independence, diversity, inclusion and
Group governance matters. See pages 86 to 87 for further detail.
•
See Board of Directors pages 70 to 73, and 74 to 76 of the Corporate Governance
Report.
•
The Board believes that, as a collective, the Directors have the necessary blend of
sector, 昀椀nancial and public market skills and experience, along with an e昀昀ective
balance of personal qualities and capabilities.
•
The Nomination Committee reviews the current Board and Committee composition,
the existing diversity of skills, knowledge and experience on the Board, the diversity
of gender and ethnicity, together with the skills, experience and time commitments
required in the delivery of the role. Appointments are based on merit and relevant
experience, while taking into account the broadest de昀椀nition of diversity. The
Committee challenges external search consultants where necessary, to ensure that
diversity is always considered when drawing up candidate shortlists.
•
All members of the Board keep their skill sets current in a variety of ways. Their skills
and expertise are reviewed on an annual basis.
•
Access is provided to external advisors and professional training on speci昀椀c topics is
arranged.
•
See Board of Directors pages 70 to 73 and 74 to 76 of the Corporate Governance
Report.
•
•
Performance is reviewed annually and objectives set for the CEO and CFO.
Open communication, debate and thought leadership are encouraged and new
proposals are challenged rigorously.
An internal Board and Committee evaluation, facilitated by the Company Secretary,
was undertaken during the year. Individual questionnaires were completed by each
Director, and a summary of the results together with feedback was presented to the
Board, who then discussed and agreed follow up actions.
GOVERNANCE REPORT
RWS Holdings plc — Annual Report 2023
79