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The Board of Capital & Counties Properties PLC is committed to high standards of corporate governance, which support the achievement of Capco’s strategic objectives. The Board is responsible to all shareholders for the leadership, strategy, control and management of the Group.

You may view our latest Corporate Governance Report describing how the Board has applied the principles of good governance set out in the UK Corporate Governance Code in our 2017 Annual Report and Accounts.

Board Committees

Board Diversity

Business Code of Practice

Financial Crime Policy

Tax policy

The Board has established Audit, Remuneration and Nomination Committees to enable the Board to operate effectively and ensure a strong governance framework for decision making.

 

Audit Committee

The Audit Committee, reporting to the Board, oversees the financial reporting process, monitors the effectiveness of internal control, internal audit, risk management and the statutory audit and monitors the independence of the statutory auditors and the provision of non-audit services.

The Committee comprises three independent Non-Executive Directors and is chaired by Gerry Murphy.

Audit Committee Terms of Reference

Nomination Committee

The Nomination Committee has responsibility for making recommendations to the Board on Board appointments and succession planning, ensuring that the Board has the appropriate balance of skills and experience to deliver Capco’s strategy.

The Committee comprises the Chairman, the Chief Executive, and four independent Directors and is chaired by Henry Staunton.

Nomination Committee Terms of Reference

Remuneration Committee

The Remuneration Committee has responsibility for ensuring that Capco’s executive team is appropriately incentivised by remuneration arrangements that are fully aligned with the Company’s strategy of providing long-term market-leading returns to shareholders.

The Committee comprises three independent Non-Executive Directors and is chaired by Charlotte Boyle.

The Board notes the recommendations of the Hampton-Alexander and Parker Reviews and has due regard for the benefits of greater diversity. The Hampton-Alexander Review recommends that companies should aim for a minimum of 33% women’s representation on their Boards by 2020, and take action to improve the under-representation of women in leadership positions. Whilst the Board does not feel that it would be appropriate to set targets on gender diversity, over the next two to three years, in the normal course of succession management, the Board intends that its composition will become more reflective of the diversity across the business, particularly in respect of gender.   Capco’s Board Diversity Policy can be viewed here. We will continue to report on Board diversity annually.

Diversity is important to Capco and the Board recognises the business benefits that the experience of a diverse Board and workforce can bring. 10% of Capco's Board is female and we are keen to develop female talent across the business, and provide mentoring to management. 

The Company supports a number of initiatives to promote diversity within the property industry, including the Real Estate Balance initiative, the RICS Inclusive Employer Quality Mark and working with peer companies to promote diversity and equal opportunities. Further information on our people practices, including our learning and development strategies, can be found in the Corporate Responsibility section of our website.

Capco’s Business Code of Practice sets out Capco’s strong and long-term commitment to high standards of ethics across the business. Ethics encompass and inform all aspects of Capco’s business through to our relationships with stakeholders, our attitude to the environment, the quality of the services and facilities we supply, how we interrelate within the communities in which we operate and our corporate reporting, together with our procurement and employment policies. A sound and well-developed code of business ethics is a prerequisite of a successful business and our aim is that it should be firmly embedded in the culture of Capco.

Business Code of Practice

 

It is Capco’s policy to conduct all of our business in an honest and ethical manner.

We take a zero-tolerance approach to bribery and corruption and are committed to acting professionally, fairly and with integrity in all our business dealings and relationships wherever we operate and implementing and enforcing effective systems to counter bribery. All Capco staff are required to complete anti-corruption and bribery training.

We expect those who work with or for Capco to comply with their tax obligations. Capco does not tolerate, permit or allow any staff to engage in the facilitation of tax evasion or tax fraud by any of our customers, suppliers, other business partners, employees or contractors, anywhere in the world.

The Group operates a whistle-blowing line (0800 915 1571) which may be used to report any concerns relating to possible malpractice.

 

 

Capco’s Tax Policy is aligned with our strategy and sets out Capco’s approach to tax compliance matters and tax risk management, our attitude towards tax planning and our relationship with tax authorities.

The Tax Policy for 2018-19 has been formally approved by the Board of Capital & Counties Properties PLC and has been made available to Capco’s stakeholders.

 

 

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