Role of the committee

The role of the committee is to:

  • Regularly review the composition and structure of the Board and its Committees.
  • Identify and recommends for Board approval suitable candidates to be appointed to the Board.
  • Consider the effectiveness of succession planning processes for the Group and maintain oversight of the development of a diverse pipeline for succession to both Board and senior management roles.

Terms of reference

The Committee reviewed its terms of reference during the year. Amendments were made to incorporate committee membership changes and reflect updates introduced by the 2018 UK Corporate Governance Code.

Download the Nominations Committee Terms of Reference


At the start of 2019, and with a view of improving our gender diversity and enhancing overall Board expertise, a further search for a new Non-executive Director was initiated. The Committee is now delighted to be in a position to recommend to shareholders the appointment of Francesca Di Carlo at our forthcoming AGM in May 2019. The Committee is pleased to note that this appointment will bring the female representation on the Board to the 33% target recommendation as set out within the Hampton-Alexander Review, an independent, business led review supported by UK Government.

The Committee considers diversity throughout the organisation to be a key factor in the Company’s strategic success. Progress in overall diversity awareness is being made and it is felt that the promotion of diversity in its widest sense throughout the Company will lead to more balanced decision making and greater engagement, while widening the available talent pool opportunities.

The Committee places considerable importance on succession planning and talent management. The Committee spent almost a third of its time discussing succession matters in 2018, with a further third dedicated to talent management and people development.

The Committee devoted considerable time reviewing both long and short-term management plans as well as recommending suitable development opportunities to ensure changes could be managed effectively without significant disruption to the Group’s strategy or day-to-day operations.

The Company’s graduate programme was also reviewed by the Committee and it was agreed that up to 150 new graduates would be taken into the business during 2019, in both engineering and functional roles.

During 2018 an online survey was issued to all employees and the actions arising from this exercise will be addressed throughout 2019.

Read the 2018 Nominations Committee Report.


How the Nominations Committee spent its time during the year (%):