BL-2023-000713 - Bundle for Disposal Hearing

Jockey Club Racecourses Limited

Strategic report (continued)

Future developments (continued) We have also undertaken a strategic review of our own business as part of a process to inform our growth plans and investment choices over the coming years. This has involved in-depth analysis of our commercial drivers and the issues and choices we face both as a business and across the wider industry to ensure we continue to invest in the areas ofhighest return. Diversifying our revenue streams in order to de-risk our business is a key focus, along with maximising the utilisation of our venues, increasing engagement amongst existing racing fans and attracting new audiences to horseracing. Section 172 statement Jockey Club Racecourses Limited operates in support of the overarching mandate of The Jockey Club, its ultimate parent undertaking. The Jockey Club operates under Royal Charter with a mandate to consider and promote the wider interests of the sport of horseracing and a number of adjacent activities such as thoroughbred breeding. This Royal Charter was renewed and updated in 2017 to reflect the Club's status and role in the sport, as well as the critical responsibilities that it now fulfils as the sport's largest commercial operator. This follows the transfer of regulatory and governance powers to the British Horseracing Authority in the early 2000s. The success of Jockey Club Racecourses Ltd, and therefore the extent to which the board of directors (referred to hereafter as 'the Board') have discharged their duties to Jockey Club Racecourse Ltd is measured against the above mandate. It is only with a successful commercial operating model that the company can continue to function effectively and all stakeholder interests are considered in making key decisions around this. Section 172 of the Companies Act 2006 requires directors, to take into consideration the interests of stakeholders and other matters in their decision making. The Board has regard to the interests of the company's employees, customers, suppliers and other stakeholders, the impact of its activities on the community, the environment and the company's reputation for good business conduct. In this context, acting in good faith and fairly, the Board considers what is most likely to promote the success of the Jockey Club for its members and in accordance with its Charter, in the long term. We explain in this annual report, and below, how the Board engage with stakeholders.

• Relations with key stakeholders such as employees, shareholders and suppliers are considered in more detail below.

• The Board is fully aware of its responsibilities to promote the success of the company in accordance with section 172 ofthe Companies Act 2006. • The nature ofthe Jockey Club's Royal Charter, and the way that the Board has discharged their duties in this regard, is considered to be consistent with the underlying objectives of Section 172: to operate in line with good corporate practice. More formally, Section 172 is now to be included as a specific consideration when making key decisions at board meetings. Legal Counsel provide support to the Board to help ensure that sufficient consideration is given to issues relating to the matters set out in 5172(1)(a)-(f). • The Board regularly reviews the company's principal stakeholders and how it engages with them. This is achieved through information provided by the Stewards of The Jockey Club and also, within the Racing industry, by direct engagement with stakeholders themselves. • We aim to work responsibly with our stakeholders, including suppliers. The Board continues to have a diligent adoption policy for statutory measures which most recently have included anti-corruption and anti-bribery, equal opportunities and whistleblowing policies, the Corporate Criminal Offences Act and IR35.

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