Governance framework
The different parts of the Company’s governance framework are shown below, with a description of how they operate and the linkages between them.
Board
Provides leadership and is responsible for the overall management of NCC Group, its strategy, long-term objectives and risk management. It ensures the right Company structure is in place to deliver long-term value to shareholders and other stakeholders.
Board Committees
Support the Board in its work with specific areas of review and oversight objectives and risk management. They ensure the right Company structure is in place to deliver long-term value to shareholders and other stakeholders.
Audit Committee
Nomination Committee
Cyber Security Committee
Remuneration Committee
Primary function is to assist the Board in fulfilling its financial and risk responsibilities. It also reviews financial reporting, the internal controls in place and the external audit process.
Responsible for considering the
Responsible for overseeing and advising on the Group’s exposure to cyber risk and its future cyber risk strategy, its cyber security breach response and its crisis management plan and the review of reports on any cyber security incidents.
Responsible for determining the overall remuneration of the Executive Directors and the remuneration of senior managers (ExCom) within the broader institutional context of remuneration practice.
Board’s structure, size, composition, diversity and succession planning.
Read more on pages 94 to 99
Read more on pages 100 to 102
Read more on pages 103 to 105
Read more on pages 106 to 127
Chief Executive Officer
Has responsibility for managing the business and overseeing the implementation of the strategy agreed by the Board.
Executive Committee (ExCom)
Currently comprises the Group’s most senior business and operational executives. It is responsible for assisting the Chief Executive Officer in the performance of its duties including: • Developing the budget • Monitoring the performance of the different • Reviewing the Company’s policies and procedures • Prioritisation and allocation of resources
divisions of the Company against the plan • Carrying out a formal risk review process
• Overseeing the day-to-day running of the Company • Being responsible for people, talent and culture
For further details on Board composition and division of responsibilities see pages 82 to 92
NCC Group plc — Annual report and accounts for the year ended 31 May 2022
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