GKN plc Board Audit & Risk Committee Chairman
Shonaid Jemmett-Page non-executive Directors
Richard Parry-Jones All independent non-executive Directors
Mike Turner All non-executive Directors and the Chief Executive
Nigel Stein Chief Executive, Group Finance Director, divisional chief executives, Group HR Director, Group Communications Director, General Counsel & Company Secretary • Leads, oversees and directs the activities of the Group.
Nigel Stein Chief Executive, Group Finance Director, General Counsel & Company Secretary
Composition All independent
• Leads the process • Agrees for identifying and remuneration of the appointing Directors and the Directors with skills Company Secretary and experience to within the terms of deliver the the agreed policy. • Reviews continued success management’s of the Company. • Reviews and responsiveness to approves proposed the external • Keeps under review short- and longauditors’ findings. the succession term incentive planning and payments to • Reviews the Group’s leadership needs of executive Directors internal control and the Group. to ensure such risk management payments are systems. • Keeps under review justified. the structure, size • Reviews the and composition of effectiveness of the • Monitors the level the Board and its and structure of external and committees, remuneration of the internal audit recommending any most senior process. changes to the executives below Board. Board level. • Monitors the integrity of the financial reporting process.
• Ensures adequate procedures, systems and controls are maintained to enable the • Executes the Company to comply Group’s strategic with its obligations plan. regarding identification and • Approves and leads disclosure of inside the consistent information. implementation of business and operational • Ensures that all processes. significant • Identifies, evaluates and monitors the risks facing the Group and decides how they are to be managed. regulatory announcements, the annual report and accounts and other documents issued by the Company comply with applicable requirements.
The work of the Executive Committee in executing the Group’s strategy is supported by three sub-committees as shown below.
Lean Enterprise Sub-Committee
drives operational best practice through the application of Lean business processes
monitors and reviews matters relating to governance, compliance and risk management
Governance and Risk Sub-Committee
Group Technology Strategy Board
develops the Group’s technology plan
In addition, the Chief Executive’s Council assists in shaping the Group’s strategy and operations. Chaired by the Chief Executive, the Council’s membership comprises members of the Executive Committee and some 20 senior executives from divisional leadership teams involved in the day-to-day running of the businesses.
GKN plc Annual Report and Accounts 2015