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Download our latest Annual Report - Bakkavor

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BAKKAVOR ANNUAL REPORT AND ACCOUNTS 2012<br />

corporate governance<br />

OUR BOARD OF DIRECTORS BRINGS A VALUABLE AND<br />

BALANCED RANGE OF EXPERIENCE.<br />

5 core values define <strong>our</strong> approach<br />

to all aspects of <strong>our</strong> business:<br />

• customer care<br />

• can do<br />

• teamwork<br />

• innovation<br />

• getting it right /<br />

keeping it right<br />

ABOUT OUR BOARD<br />

Board composition and effectiveness<br />

In conjunction with the issuance of Senior Secure Notes in 2011, the<br />

Company, <strong>Bakkavor</strong> Finance (2) plc, was incorporated and acts as a<br />

holding company of the Group. The Directors were therefore appointed<br />

either on or subsequent to the Company’s incorporation date. (For<br />

further details of Company appointments refer to the Directors’ <strong>Report</strong><br />

on page 51). The table below highlights the appointment of Board<br />

members to the overall Group, prior to the incorporation of the holding<br />

company, <strong>Bakkavor</strong> Finance (2) plc.<br />

Date of<br />

appointment<br />

Non-executive Chairman Lydur Gudmundsson 01/08/1986<br />

Chief Executive Officer Agust Gudmundsson 01/08/1986<br />

Non-executive Directors Bjarni Th. Bjarnason 14/05/2010<br />

Halldor B. Ludvigsson 14/05/2010<br />

Gudmundur I. Sigurdsson 25/09/2012<br />

Asgeir Thoroddsen<br />

Resigned<br />

25/09/2012<br />

BOARD MEETINGS<br />

The Board of Directors convened six times in 2012. The attendance is<br />

set out below.<br />

Scheduled<br />

Board meeting<br />

Board Director<br />

attendance in 2012<br />

Non-executive Chairman Lydur Gudmundsson 6/6<br />

Chief Executive Officer Agust Gudmundsson 6/6<br />

Non-executive Directors Asgeir Thoroddsen* 3/4<br />

Bjarni Th. Bjarnason 6/6<br />

Halldór B. Ludvigsson 6/6<br />

Gudmundur I. Sigurdsson* 2/2<br />

In advance of each regular Board meeting, the Board members are<br />

provided with a Board report which includes a comprehensive report<br />

of the Group’s financial and operational performance, and a broader<br />

market update. Board members are informed about all significant<br />

matters immediately.<br />

The majority of the Board Directors were independent during the<br />

financial reporting period, with three independent members and two<br />

non-independent members.<br />

It is considered that the size and composition of the Board of Directors<br />

makes it possible for it to discharge its duties efficiently and with integrity.<br />

Together, the Board of Directors brings a valuable and balanced range of<br />

experience as they all hold senior positions in professional and public life.<br />

(See page 43 for profiles of <strong>our</strong> Board of Directors).<br />

* Asgeir Thoroddsen, Non-executive Director, resigned from the Group Board on 25 September 2012.<br />

Gudmundur Sigurdsson was appointed to the Group Board on 25 September 2012.<br />

PAGE 46 VIEW THE FULL REPORT AT ANNUALREPORT12.BAKKAVOR.COM

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