Meetings and attendance The Board considers that each Director is able to allocate sufficient time to the Company to discharge their responsibilities effectively. The Non-Executive Directors are contracted to spend a minimum of 24 days per annum on the Group’s affairs, and the Chair 60 days. A summary of each current Director’s attendance at meetings that they were eligible to attend of the Board and its Committees during the financial year ended 30 September 2025 is shown below. Unless otherwise indicated, all Directors held office throughout the year. For the avoidance of doubt, no concerns have been raised about the attendance record of any Directors, nor their continued commitment to their work and NCC Group.
Board
Audit
Nomination
Cyber Security
Remuneration
1 *
9 1
8
1
1
1
N/A
Chris Stone
N/A
9
9
Mike Maddison
N/A
N/A
N/A
N/A
9
9
Guy Ellis
N/A
N/A
N/A
N/A
4 *
9
9
4
1
1
1
1
5
5
Lynn Fordham
1 *
4 2
5 2
9
9
3
1
1
1
4
Julie Chakraverty
5 *
9
9
1
1
1
1
5
Jennifer Duvalier
N/A
9
9
4
4
Mike Ettling
N/A
N/A
N/A
At all times, all of the Board and Committee meetings remained quorate.
Meetings attended
Possible meetings
*
Committee Chair
N/A Director is not required to attend the meeting, but may have attended by invitation.
1 Was unable to make one meeting due to an important personal matter that could not be rearranged.
2 Unable to make one Committee meeting because of a pre-existing business commitment (scheduled before NCC Group set its Board and Committee meeting dates) that could not be rearranged.
What principal decisions have been made and what have we looked at as a Board during 2024/25? Section 172 statement Section 172 of the Companies Act 2006 requires a director of a company to act in the way they consider, in good faith, would most likely promote the success of the company for the benefit of its members as a whole, but having regard to a range of factors set out in section 172(1)(a)–(f) of the Companies Act 2006. In discharging our section 172 duty, we have regard for these factors, taking them into consideration when decisions are made. The Board understands the importance of stakeholder engagement and, through regular updates from the Executive Directors and other senior managers, it has provided challenge and oversight throughout the year. The Company’s stakeholders are set out on pages 14 and 15, with an overview of how we engage with them, how they relate to our strategy and highlights from the previous year. Principal decisions made during the year Throughout this Annual Report, we have provided examples of how we have thought about the likely consequences of long-term decisions and detailed below is how the Board considered stakeholders, and the information we received through engagement, in a number of its key decisions in 2024/25. When making each decision, the Board carefully considered how it impacted on the success of the Group and its long-term (financial and non-financial) impact and had due regard to the other matters set out in section 172(1)(a)–(f) of the Companies Act 2006. The below should be read in conjunction with our Stakeholder Engagement section on pages 14 and 15, along with other sections of the Annual Report where appropriate.
Topic
Stakeholder group
Decision taken
Engagement process
Reference
Colleagues, shareholders, clients, suppliers
Approving a new four year £120m multi-currency revolving credit facility
Strategic Report on page 38
We communicated the new RCF via an RNS announcement. The new RCF will provide our stakeholders with the reassurance that NCC Group has appropriate and sufficient financial facilities through to April 2029, along with the financial flexibility and means to pursue its strategy both now and in the coming years.
During the year, the decision was taken to approve a new four year £120m multi-currency revolving credit facility (RCF), with a £50m uncommitted accordion option, provided by a syndicate of four banks. The new RCF facility will expire on 28 April 2029 and replaces the Group’s previous RCF, which had an expiry date of 22 December 2026.
NCC Group plc — Annual report and accounts for the year ended 30 September 2025 65
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