Annual report 2010 - Imperial Tobacco Group

Corporate Governance Report continuedStrategy Performance Governance FinancialsOperating ExecutiveMembersAlison CooperRobert DyrbusGraham BlashillHelen Clatworthy (Group SupplyChain Director)Fernando Dominguez (ChiefOperating Officer Cigar Business)Matthew Phillips (Group Corporateand Legal Affairs Director)Walter Prinz (Group ManufacturingResearch & Development Director)Kathryn Turner (Group HumanResources Director)OverviewThe Operating Executive, which will meet monthly, wasestablished on 1 October 2010 and comprises all ourExecutive Directors together with our Group Supply ChainDirector, Chief Operating Officer Cigar Business, GroupCorporate and Legal Affairs Director, Group Manufacturing,Research & Development Director and the Group HumanResources Director.ResponsibilitiesThe responsibilities of the Operating Executive include:– preparing, and measuring performance against, theoperational plan of the business and updating the planwhere appropriate ensuring the Group achieves its financialand non-financial targets;– setting and implementing the change agenda;– ensuring the cross-functional operational performance ofthe business is delivering against our growth strategy;– implementing the Group’s risk management and internalcontrol processes within the framework set by the Board;– ensuring the Group’s employees have the appropriatecapabilities through development and succession plansfor key roles; and– effective internal and external communications.Development ExecutiveMembersAlison CooperGraham BlashillMatthew Phillips (Group Corporateand Legal Affairs Director)Mike Ashton (Head of BusinessPerformance Planning)Claudio Righetti (Director, Strategyand Foresight)Conrad Tate (CorporateDevelopment Director)OverviewThe Development Executive, which will meet monthly, wasestablished on 1 October 2010 and comprises our ChiefExecutive; Group Sales and Marketing Director; GroupCorporate and Legal Affairs Director; Head of BusinessPerformance Planning; Director, Strategy and Foresight;and the Corporate Development Director.ResponsibilitiesThe responsibilities of the Development Executive include:– leading the process to define the Group’s strategy;– providing specific focus on the planning and developmentagendas of the business; and– managing the corporate planning process.2 Chairman and Chief Executive: How do we ensureno one individual has unfettered powers of decision?Our Chairman and Chief Executive have clearly definedand separate responsibilities. However, they retain a closeworking relationship and meet regularly between formalBoard meetings to ensure a full understanding of evolvingissues and to facilitate swift decision making. They areresponsible to our shareholders for the successful andprofitable delivery of our strategy.Through his effective leadership of the Board, our Chairmanensures all Directors are able to effectively contribute todiscussions such that the Group fully benefits from their widerange of skills and experience. Supported by our SeniorIndependent Non-Executive Director, the Chairman isresponsible for our effective communication withshareholders and ensuring they can raise any concerns.Our Chief Executive, supported by the Chief Executive’sCommittee (from 1 October 2010, the Operating Executiveand the Development Executive) which she chairs, isresponsible for the successful implementation of thestrategies and objectives set by the Board together withthe day-to-day leadership of the Group.3 Board balance and independence: How dowe ensure a sensible balance of Executive andNon-Executive Directors?We see having a Board with the right skill set as vital toour ongoing success and expansion. As evidenced by theirbiographies on pages 56 and 57, our Executive Directors are allexperts in their specific roles and, in addition, have a wealth ofexperience in the wider tobacco industry. This is complemented“To us good governance meansensuring the processes inplace are appropriate to takethe business in the rightstrategic direction.”Alison CooperChief Executive62