NATS-Annual-Report-2015
NATS-Annual-Report-2015
NATS-Annual-Report-2015
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<strong>Annual</strong> <strong>Report</strong> and Accounts <strong>2015</strong> | <strong>NATS</strong> Holdings Limited<br />
Governance<br />
51<br />
Governance report<br />
<strong>NATS</strong> Governance framework<br />
Introduction<br />
<strong>NATS</strong> was formed as a Public Private Partnership in July<br />
2001. In addition to its memorandum and articles, a<br />
key element in its governance structure is the Strategic<br />
Partnership Agreement (SPA) between its main<br />
shareholders: the Secretary of State for Transport; The<br />
Airline Group Limited (AG); and LHR Airports Limited (LHRA)<br />
(previously BAA Limited).<br />
The SPA sets out the relative responsibilities of the<br />
signatories and, in particular, requires the group and the<br />
directors to adhere to the UK Corporate Governance Code<br />
so far as reasonably practicable and save to the extent<br />
inconsistent with the other provisions of the SPA.<br />
The Board and directors<br />
Ultimate responsibility for the governance of <strong>NATS</strong> rests<br />
with the Board of <strong>NATS</strong> Holdings Limited, which provides<br />
strategic direction and leadership and is responsible for<br />
ensuring that the <strong>NATS</strong> group is run safely, efficiently,<br />
effectively and legally, with appropriate internal controls to<br />
safeguard shareholders’ investment and group assets.<br />
The boards of the subsidiary companies within the group are<br />
accountable to the <strong>NATS</strong> Holdings Board for all aspects of<br />
their business activities.<br />
As at the date of approval of the accounts, the <strong>NATS</strong><br />
Holdings Limited Board comprised a non-executive<br />
Chairman and 13 directors, as follows:<br />
Executive directors<br />
> Chief Executive Officer and Managing Director,<br />
Operations; and<br />
> Finance Director.<br />
Non-executive directors<br />
> a non-executive Chairman, appointed by AG, subject to<br />
the prior approval of the Crown Shareholder;<br />
> six further non-executive directors appointed by AG,<br />
including the International Air Transport Association<br />
(IATA) representative;<br />
> three non-executive Partnership directors, who are<br />
appointed by the Crown Shareholder; and<br />
> one non-executive director appointed by LHRA.<br />
Changes to the directors<br />
From 1 April 2014 to the date of approval of the accounts,<br />
the following changes to the directors were made:<br />
Chairman<br />
John Devaney Resigned 31 August 2014<br />
Paul Golby Appointed 1 September 2014<br />
Executive director<br />
Richard Deakin Resigned 18 May <strong>2015</strong><br />
Non-executive AG directors<br />
Chris Bennett Resigned 4 March <strong>2015</strong><br />
Harry Bush Appointed 29 May 2014<br />
Warwick Brady Resigned 10 September 2014<br />
Will Facey Appointed 27 November 2014<br />
Mike Powell Resigned 29 May 2014<br />
Martin Rolfe was appointed Chief Executive Officer following<br />
Richard Deakin’s resignation. Martin Rolfe continues to act<br />
as Managing Director, Operations.<br />
Governance