Annual Report and Accounts 2006 - DCC plc

40 corporate governanceAttendance at Board and Board Committee meetings during the year ended 31 March 2006Director Board Audit Nomination RemunerationCommittee Committee CommitteeA B A B A B A BAlex Spain 9 9 - - 3 3 2 2Jim Flavin 9 9 - - 3 3 - -Tony Barry 9 9 - - 2 2 4 4Tommy Breen 9 9 - - - - - -Róisín Brennan 5 5 3 3 - - 2 2Michael Buckley 5 5 - - 1 1 2 2Paddy Gallagher 9 9 5 5 2 2 - -Maurice Keane 9 9 2 2 3 3 2 2Kevin Murray 9 9 - - - - - -Fergal O’Dwyer 9 8 - - - - - -Bernard Somers 9 9 5 5 1 1 2 2Column A indicates the number of scheduled meetingsheld during the period the Director was a member of theBoard and/or Committee.Column B indicates the number of scheduled meetingsattended during the period the Director was a member ofthe Board and/or Committee.Performance evaluationThe Board undertakes a formal annualevaluation of its own performance andthat of each of its principal committees,the Audit, Nomination andRemuneration committees, using the‘Performance Evaluation Guidance’set out in the Higgs Suggestionsfor Good Practice.The Chairman conducts evaluationsof the performance of each nonexecutiveDirector on an annual basisand the non-executive Directorsevaluate the performance of eachexecutive Director. These evaluationsare designed to determine whethereach Director continues to contributeeffectively and continues todemonstrate commitment to the role.The non-executive Directors, led bythe Senior Independent Director,meet annually without the Chairmanpresent to evaluate his performance,having taken into account the viewsof the executive Directors.Board succession planningThe Board, with the assistance of theNomination Committee, plans forthe succession of its Directors, inparticular the Chairman and ChiefExecutive, taking into account theskills, expertise and experiencerequired and the leadership needsof the organisation.Relations with shareholdersCommunications with shareholdersare given high priority and DCC hasa well-established investor relationsfunction.The Board is kept informed of theviews of shareholders through theexecutive Directors’ attendance atinvestor presentations and resultspresentations. Furthermore, relevantfeedback from such meetings,investor relations reports and brokersnotes are provided to the entire Boardon a regular basis.The Company’s web site www.dcc.ieprovides the full text of annual andinterim reports as well as all pressreleases. It also incorporates audioand slide show investor presentations.The Company’s Annual GeneralMeeting affords shareholders theopportunity to question the Chairmanand the Board. The chairmen of theAudit, Nomination and RemunerationCommittees are also available toanswer questions at the AnnualGeneral Meeting. The ChiefExecutive/Deputy Chairman makes apresentation at the Annual GeneralMeeting and answers questions on theGroup’s business and its performanceduring the prior year. Shareholderscan meet with the Chairman or theSenior Independent Director on request.Notice of the Annual GeneralMeeting, the Form of Proxy and theAnnual Report are sent to shareholdersat least 20 working days before theMeeting. At the Meeting, after eachresolution has been dealt with, detailsare given of the level of proxy votescast on each resolution and thenumbers for and against.The 2006 Annual General Meeting willbe held at 11 a.m. on 10 July 2006at The Four Seasons Hotel,Simmonscourt Road, Ballsbridge,Dublin 4, Ireland.Internal controlThe Board is responsible for theGroup’s system of internal control andfor reviewing its effectiveness. Such asystem is designed to manage ratherthan eliminate the risk of failure to