UNBOUNCE - EXAMPLE PAGE-REPORT-ENTERPRISE DOCUMENT-KINGSPAN - Flipbook - Page 80
In April this year, Éimear Moloney
and Paul Murtagh were appointed to
the Board on the recommendation
of the committee. In considering
candidates for appointment as
non-executive directors, the
committee remains guided by the
principle that all appointments will
be made based on merit and skills,
but having regard, where possible to
diversity of gender, age, nationality
and ethnicity. The committee
considered whether or not to engage
a firm of consultants to assist in
the process of recruiting new nonexecutive directors, and agreed that
in order to ensure best fit with the
Company, it would use the knowledge
and contacts of the committee to
identify suitable candidates.
The committee maintains a pool
of potential candidates, and
after considering Ms Moloney’s
skillset, including her financial and
capital markets experience, as well
as her strong experience in the
manufacturing controls environment,
she was considered most suitable.
Members of the committee met with
Ms Moloney before recommending
her appointment to the Board. In
considering the appointment of Mr
Murtagh, the committee had regard
to his deep understanding of the US
market and his proven entrepreneurial
track record. The committee keeps the
on-going refreshment and renewal
of the Board, which is essential to
bring fresh thinking and constructive
challenge to the Board’s decision
making, under constant review.
It is to be noted that half of the
current independent non-executive
directors will come to the end of their
nine-year terms in the next 15 months,
and ordinarily would then retire in
accordance with the Company’s usual
practice. The other half have been on
the Board for three years or less. Given
the transition to the newly appointed
independent Chairman during the
year, and the potential for renewing
and reshaping the Board in the coming
years, the committee agreed to extend
the term of Linda Hickey, the Senior
Independent Director, for a further
period of up to three years (subject
to annual re-election at the AGM).
It is considered that this will provide
continuity and stability to the Board
at this important time, and that Ms
Hickey’s insight and experience will
benefit the Board during this period.
Aligning succession planning
to Kingspan’s wider strategy is
a cornerstone of strong Board
governance, and has been, and
will continue to be, a focus of
the committee. A fundamental
aspect of overseeing appointments
to senior management remains
the development of a diverse
pipeline. Among Kingspan’s senior
management team, 27% of employees
reporting directly to the CEO are
female, and significantly this year
28% and 33% of attendees on
Kingspan’s senior management and
graduate development programmes
respectively were female, and 68%
and 38% of the participants in the
respective programmes were from
The non-executive directors on the
Board currently have the mix of
skills and experience as set out in
the table below.
Performance evaluation
Kingspan has in place formal
procedures for the evaluation of its
Board, committees and individual
directors. The purpose of this formal
evaluation is to ensure that the
Board of Directors (on a collective
and individual basis) is performing
effectively and to ensure stakeholder
confidence in the Board. The Chairman
reviews annually the performance of
the Board of Directors, the conduct
of Board meetings and committee
meetings, and the general corporate
governance of the Group.
An external evaluation of the Board’s
performance was commenced in
early 2022. This review, which was
due to be carried out last year, was
postponed for 12 months to allow for
the transition to the new independent
Chairman and also for the expanded
role of the Audit & Compliance
Committee to become established,
before being formally reviewed. The
review is being undertaken by Better
Boards, who also undertook the last
external review in 2018. It will follow
on from the key themes examined as
part of the previous process, as well
as also considering:
Name
Domicile
Jost Massenberg
German
•
•
•
•
Linda Hickey
Irish
•
•
•
•
Michael Cawley
Irish
•
•
•
•
John Cronin
Irish
•
•
•
•
Anne Heraty
Irish
•
•
•
•
•
Éimear Moloney
Irish
•
•
•
•
•
Paul Murtagh
USA
•
•
•
•
•
76 - 77
International Financial
an international (non UK/Irish)
background, as Kingspan is attracting
more and more diversity into senior
leadership roles.
Governance Leadership
Industry
Risk
Legal
•
•
•
•
•
•
