QinetiQ Annual Report 2017

QinetiQ Group plc Annual Report and Accounts 2017
Corporate governance | Corporate governance statement
51
The overall conclusion
of the 2017 review was
that the Board was
satisfied that the
performance of the
Board had improved
and it continued to be
effective in executing
its duties.
2017 Review process
The review in respect of the 2017 financial year took
place in the final quarter of the year and consisted of a
series of externally-provided questionnaires in respect
of each of the Board and its Committees and the
Chairman, which were completed by each Director
and the Company Secretary. In order to obtain a
complete overview of the workings of the Board and
its Committees, the Committee questionnaires covered
time management and composition, Committee
processes and support, the work of the Committee and
priorities for change. The Board questionnaire covered
composition, expertise, dynamics, management of
meetings, support, Board Committees, focus of
meetings, strategic oversight, risk management and
internal control, succession planning and human
resource management, and priorities for change.
Respondents were encouraged to include illustrative
comments with their feedback.
Key findings
The results of the review were presented by the
Chairman at the Board’s March meeting. The overall
conclusion of the 2017 review was that the Board
was satisfied that the performance of the Board had
improved and it continued to be effective in executing
its duties.
The Board composition, expertise, interaction
with management, oversight of strategy, risk and
succession planning were all highly rated, with an area
for improvement identified as better management
reporting (in terms of length of reports and the use
of executive summaries).
Succession planning for the members of the Board was
identified as a top priority, with the possible addition of
greater international experience to align with QinetiQ’s
strategic goals. The level of interaction between the
Board and senior management in Board meetings,
in the business and in informal/social settings was
highly valued.
The management of the Board’s annual cycle of work,
the agenda for Board meetings, the time and input
during the meetings, and the quality and frequency
of presentations made by management to the Board
were positively rated. Further work was required to
standardise the format and length of management
reports and the inclusion of executive summaries.
The importance of the Board monitoring progress
made against the strategy was noted and the Board’s
oversight of various aspects of risk management and
internal control was rated highly, as was the oversight
of the company’s health and safety performance.
Priorities for the coming year
The Board’s priorities for the coming year were
identified as:
i) succession planning and longer-term Board
composition to support implementation of
strategic goals;
ii) a continued focus on strategy, and its
implementation
iii) monitoring the effectiveness of the executive
management team
iv) ensuring effective emphasis on governance matters;
v) defining, developing and monitoring cultural
development and change; and
vi) continuing with the implementation of the proposals
from the 2016 review.
Details of the outcomes of the effectiveness reviews for
the following committees can be found in the individual
Committee reports, as follows: Audit Committee –
page 62, Risk & CSR Committee – page 66, and
Remuneration Committee – page 82.