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Corporate Governance Report
Board Members
These include:
Dr Manssour Aboukhamseen
Executive Chairman
Sara Akbar
Chief Executive Officer
Roger Phillips
Chief Financial Officer
Dr Yousef Al Awadi
Non-Executive Director
Mohamed Yusof Rafe
Non-Executive Director
Rachel English
Non-Executive Director
Mohamad Hussain
Non-Executive Director
Abby Badwi
Non-Executive Director
Sir Steve Robson
Non-Executive Director
The UK Corporate Governance Code
The Board is committed to high standards of governance and continues to work towards full compliance with the
principles and provisions of the UK Corporate Governance Code (the Code).
The Board’s Role
The Board is responsible for providing leadership, setting the Group’s strategy and ensuring that the necessary
resources are in place to achieve the agreed strategic aims and objectives. It also determines the Group’s key
policies and reviews management and financial performance, and is accountable to its shareholders for the proper
management of the Group. To achieve this, the Board directs and monitors the Group’s affairs within a framework of
controls which enable risk to be assessed and managed effectively through clear procedures, lines of responsibility
and delegated authorities.
Board Composition
At the end of 2015, the Board comprised nine Directors. Of these, three were Executive Directors and six were Non-
Executive Directors, of which five Non-Executive Directors were independent. Dr Yousef Al Awadi is not independent.
The intention is to have a Board that collectively has extensive relevant experience, with a good balance of commercial,
financial and technical skills appropriate to the requirements of the business, with due regard for diversity.
Executive Chairman and Chief Executive Officer
The roles of Executive Chairman and Chief Executive Officer are separate and there is a clear division of responsibilities
between them. Their bifurcated duties create a system of checks and balances which supports healthy corporate
governance, and drives the relationship between the everyday management of the Group by the Chief Executive
Officer and the executive decisions approved by the Board under the Chairman.
The Chairman’s key responsibilities include leadership of the Board; ensuring its effectiveness in all aspects of its
role and setting its agenda; and acting as the guardian and facilitator of the Board’s decision-making process, as
well as ensuring effective implementation of the Board’s decisions. He promotes a culture of openness and debate
by facilitating the effective contribution of Non-Executive Directors in particular, and encouraging Non-Executive
Directors to constructively challenge and develop strategic proposals. The Chairman is also responsible for ensuring
open communications with shareholders.
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