GBp 279.00 +1.10 Customer websites About us Our way Investors Media Careers Customers Quick find Key facts Our businesses Our business model Our strategy Our markets Our management Our history Corporate governance Governance framework Committees Remuneration Risk and Risk Management Internal Control Home About us Corporate governance Corporate governance Introduction from the Chairman, Sir John Armitt CBE As a UK company with a premium listing on the London Stock Exchange, National Express is subject to the UK Corporate Governance Code (the ‘Code’). Governance provides a framework within which the Board sets its values and delivers long-term success for the Company and its investors whilst recognising its duties towards the wider stakeholder community. The National Express Board is therefore committed to ensuring that high standards of good corporate governance, values and behaviours are consistently applied throughout the Group. I should like to share with you a few key areas which have received increased focus during 2014 as the Board puts into practice its governance procedures. Strategy oversight The Board’s role in the oversight of strategy continues to be fundamental. The Board sets the Group’s three-year forward looking strategy at its January meeting each year. Through challenge and the application of objectivity in considering proposals on strategy, the Board ensures that, once strategic aims are agreed, the necessary capital, resources and performance monitoring processes are in place in order to achieve the objectives required for driving forward our business in both established territories and those that are new to us. Leadership and effectiveness The Board is committed to ensuring that it provides leadership to the business as a whole, having regard to the interests and views of its shareholders and other stakeholders whilst also promoting high ethical standards. As Chairman, I am responsible for leading the Board and ensuring its effectiveness; it is therefore important that the Board comprises the right balance of skills and experience and that Board members work together effectively. During the year, we have refreshed the Board whilst making continued progress with succession planning. At the end of the year, Jez Maiden stepped down as Group Finance Director after six years’ service on the Board. We are very sorry to lose Jez and are very appreciative of the significant contribution he has made during his period of tenure. As reported in the Nomination Committee Report, a thorough search was conducted to identify candidates, both internal and external, to succeed him to this role. Upon the recommendation of the Nomination Committee, on 28 January 2014, the Board appointed Matthew Ashley as Group Finance Director. Matthew was formerly the Finance Director of the UK Bus business, having also previously held the position of Group Financial Controller. I am delighted that Matthew has joined the Board; he brings with him significant financial, corporate and operational experience and I look forward to continuing to work with him. We are also sorry that Sir Andrew Foster will be retiring as a Non Executive Director at the forthcoming AGM after more than nine years’ service. I would like to thank Sir Andrew for his support and guidance to the Board and, in particular, to the Remuneration Committee. Jackie Hunt is also stepping down as a Non Executive Director after nearly three years on the Board and will not be seeking re-election at the AGM. Jackie has brought great insight to Board discussions during her time with us. I am very pleased to say that Lee Sander has agreed to become Senior Independent Director with effect from 6 May 2015. A search for an additional independent Non Executive Director is approaching its conclusion and we hope to be in a position to announce an appointment shortly. External Board performance evaluation During 2014, the performance evaluation of the Board and its Committees was undertaken by an external facilitator in accordance with the Code. With the objective of the independent review being to ensure that the Board’s structure, governance and processes are appropriate for our current and future business, the findings concluded that the Board continues to operate effectively. Shareholder engagement on Directors’ remuneration In response to the relatively low margin of support for the resolution passed at the 2014 AGM on last year’s Annual Report on Remuneration, members of the Remuneration Committee undertook to engage with significant institutional investors in order to gain a greater understanding of their views on the Executive Directors’ remuneration. As a result of this open dialogue, a restructured remuneration package for the Executive Directors was devised to take into account shareholder expectations in this area. This year our AGM will be held at 2.00pm on 6 May 2015 in the Purcell Room at the Queen Elizabeth Hall, Southbank Centre, Belvedere Road, London SE1 8XX and I would encourage you to attend to meet me and the Board. Sir John Armitt, CBE Chairman Useful links Committees Governance Framework Remuneration Corporate Goverance 2014 Governance Report (0.8 Mb PDF) Board of Directors We have a strong and experienced Board with the right mix of skills and experience delivering effective oversight. Board biographies National Express Group National Express Group is a leading transport provider delivering services in the UK, Continental Europe, North Africa, North America and the Middle East. Every year more than 845 million journeys are made on our buses, trains, light rail services and coaches. National Express Group PLC is a company registered in England and Wales, whose registered office is National Express House, Birmingham Coach Station, Mill Lane, Digbeth Birmingham, B5 6DD. Registered No: 2590560. Quick Links Home About us Our Way Investors Media Careers Customers Site tools Contact us Cookie Policy Sitemap Alert service RSS feed Keep in touch