Corporate Governance
It is the Company’s policy to comply in full with the provisions of the Combined Code on Corporate Governance ("the Combined Code").
The Board
The Board of Directors of the Company (“the Board”) meets regularly throughout the year, reflecting the Company’s business cycle, to review operational matters. Further meetings are held to consider corporate strategy and financial planning. In addition, arrangements are made at regular intervals for the Board to inspect the Group’s properties and discuss specific projects. The Board considers the following:
• Operational progress, current activities and the ongoing investment and asset management plan. In doing so, the Board will scrutinise the Group’s management accounts and cash flow projections, reports on current market conditions and outlook and proposals for the investment programme. All activities and results are to be monitored against the operational plan.
• Reports and recommendations of the Audit, Remuneration and Nominations Committees.
• Periodic reports and presentations on current conditions and prospects for the UK economy and property market.
Matters specifically reserved for the attention of the Board will include:
• the approval of financial statements, dividends and significant changes in accounting policy;
• Board membership and powers including the appointment and removal of Board members, determining the terms of reference of the Board and establishing the overall control framework;
• Stock Exchange related issues including the approval of communications to the Stock Exchange and communications with shareholders;
• senior management and subsidiary Board appointments and remuneration, contracts and the grant of share options;
• Group strategy, corporate activity and the investor relations programme;
• financial matters including the approval of the budget and financial plans, changes to the Group’s capital structure and capital expenditure, investment finance facilities, performance against banking covenants; and
• health and safety policy, risk management and regulatory compliance.
In addition to the regular programme of Board meetings, the Chairman meets separately with the non-executive directors. The non-executive directors will also meet annually to appraise the Chairman’s performance.