Board information

Board responsibilities

A documented board charter confirms that the directors are accountable to shareholders and are responsible for the following:

• Adopting strategic plans.
• Approval of budgets.
• Monitoring operational performance against approved budgets.
• Ensuring effective risk management and internal control.
• Overseeing director selection, orientation and evaluation.
• Approving significant accounting policies.
• Ensuring legislative and regulatory compliance.
• Assessing the sustainability of the group as a going concern.
• Approving the annual and interim financial statements.
• Ensuring balanced and understandable communication to stakeholders.
• Matters considered crucial for business success.

A clear division of responsibility is embedded in the board charter, and the board has delegated authority to the chief executive officer and the directors of Lewis Stores for the implementation of the strategy and the ongoing management of the business.

Board composition

The board consists of four independent non-executive directors and two executive directors.

Directors do not have a fixed term of appointment and all directors are subject to retirement by rotation and re-election by shareholders at least every three years. They are selected to serve on the board based on their knowledge, experience, independence and ability to contribute to board level debate.

Board meetings

The board meets four times a year and additional meetings may be convened. Meetings are conducted in accordance with formal agendas, ensuring that all substantive matters are addressed and monitored. Any directors may request additional items to be included on the agenda.

Newly-appointed directors participate in an induction programme which outlines their fiduciary responsibilities and provides company and industry background information.

A self-evaluation of the board’s performance is undertaken annually.