Governance

This section was last updated on 14 April 2023

Board of directors

The Board of Directors currently comprises: the Chairman, Martin Bartyzal, who is a non-executive Director; one Executive Director, Dennis Selinas; and eight other non-executive Directors: Richard van Vliet, Norbert Sasse, David Maimon, Panico Theocharides, Andreas Tautscher, Piotr Olendski, Daniel Malkin and Favieli Stelian. Details on the Current Directors’ experience can be found in the related section of the Company’s website by following this link.

Role of the board

The role of the Board is to promote the long-term sustainable success of the Company, generating value for shareholders and contributing to wider society.

The Board recognises the need to ensure an effective corporate governance framework is in place to give confidence that it is committed to demonstrating high standards in this regard. In doing this, we strive to build and maintain successful relationships with shareholders as well as our customers, employees, partners and communities and to be responsive to their views.

All Directors are encouraged to constructively challenge and bring independent judgment to bear on all matters, both strategic and operational.

Read more in the corporate governance section of the annual report.

Read our Corporate Governance Statement of Compliance with the QCA Code of Corporate Governance.

In addition, the Company is subject to the UK City Code on Takeovers and Mergers.

The Takeover Code

In addition, the Company is subject to the UK City Code on Takeovers and Mergers.

Committees of the board

The committees of the Board comprise the audit and risk committee, the remuneration committee, the nomination committee and the investment committee.

Audit and Risk Committee

The audit and risk committee comprises four independent non-executive Directors. The audit and risk committee is chaired by Andreas Tautscher and the other members are Daniel Malkin, Richard van Vliet and David Maimon. Details of the audit and risk committee’s formal duties and responsibilities are set out in its terms of reference, which are attached below.

Terms of Reference of Audit and Risk Committee

Remuneration committee

The remuneration committee comprises four independent non-executive Directors. The remuneration committee is chaired by Piotr Olendski and the other members are Richard van Vliet, Favieli Stelian and Martin Bartyzal. Details of the remuneration committee’s formal duties and responsibilities are set out in its terms of reference, which are attached below.

Terms of Reference of Remuneration Committee

Nomination committee

The nomination committee comprises three independent non-executive Directors. The nomination committee is chaired by Daniel Malkin and the other members are Panico Theocharides and Andreas Tautscher. Details of the nomination committee’s formal duties and responsibilities are set out in its terms of reference, which are attached below.

Terms of Reference of Nomination Committee

Investment committee

The investment committee currently comprises five Directors. It is chaired by Favieli Stelian and the other members are Norbert Sasse, Dennis Selinas, Piotr Olendski and David Maimon. Details of the investment committee’s formal duties and responsibilities are set out in its terms of reference, which are attached below.

Terms of Reference of Investment Committee