Clarity of roles and responsibilities
The board has mandated its four committees with very specific functions and responsibilities, which are set out in each committee report.
The three executive committees have the following responsibilities:
- The SPAR Executive Committee is responsible for implementing the company’s strategy and managing the operational activities of the group. The Committee holds at least seven meetings annually and is chaired by the CEO. During the 2017 financial year, the Committee reviewed among other things, the group’s top 20 risks, strategy action plan, transformation plan, succession plan, IT projects and capex and finances.
- The BWG Group Executive Committee is responsible for implementing its strategy and managing its operational activities. The Committee holds at least 12 meetings annually and is chaired by CEO, Leo Crawford.
- The SPAR Switzerland Executive Committee is responsible for the implementation of the company’s strategy in Switzerland and managing the operational activities. The Committee holds at least four meetings annually and is chaired by Rob Philipson.
The membership, qualifications and experience of the Executive Committee members are provided here.
The different governance bodies are all governed by a delegation of authority framework, which is reviewed annually and sets out the matters reserved for determination by shareholders, the board, and those matters delegated to management and the Executive Committees.
The general powers of the board are conferred in the company’s Memorandum of Incorporation (MoI) and board charter. The board charter sets out the powers and authority of the board and provides a clear and concise overview of the roles and responsibilities of the board members. The board charter is reviewed annually and is aligned with King IVTM recommendations. It was approved by the board on 2 August 2017. We are satisfied that the board complied with all its responsibilities for the financial year ending 30 September 2017.
We are further satisfied that the governance structures are appropriate, and that the authority framework provides clarity and contributes to effective control and performance.