The Board is responsible for the management, direction and performance of the business.
Led by the Chief Executive, the Board comprises the Chief Financial Officer, Legal Director and Divisional Managing Directors. The Board has broad commercial experience but also detailed industry knowledge, with individuals having diverse backgrounds but possessing complementary skills. The Board meets six times per annum and is accountable to its shareholders for the proper conduct of the Group with the overarching responsibility to discharge the statutory duties of directors. Functional department heads regularly present to the Board. In 2017 the new shareholders established a holding company board which will meet 11 times per annum. Certain decisions are referred to the holding company board on key financial or strategic matters in accordance with a set of agreed parameters. As directors of the company’s ultimate holding company, Miller Homes Group Limited, Patrick Fox and Jamie Wyatt of Bridgepoint and John White, non-executive Chairman, are considered to have oversight of the company.
The principal responsibilities of the Board include financial management and controls, strategic planning, risk management and setting cultural tone. There are Group wide policies and procedures which set the standards of operation and decision making. Setting policy and ensuring compliance is regularly monitored by the Board. In addition, the Board is responsible for identifying and evaluating significant risks to the business. A rigorous evaluation process is undertaken annually and reviewed at each Board meeting. Over the last 12 months, the Board’s view is that risks have remained relatively static although, acknowledging the potential wider impact on the economy following the Brexit result and attendant risks to the housebuilding industry. The Group’s corporate governance framework is supplemented by the following additional board committees held as part of the holding company board structures.
Land Approval Committee
The Land Approval Committee has delegated authority to approve certain land acquisitions, contracts, investments and capital expenditure over defined limits. The committee comprises the Chairman of the holding company, a Bridgepoint director and the Chief Executive.
The Remuneration Committee meets three times per annum. Recommendations are made to the holding company board on all aspects of the remuneration, benefits and employment conditions.
The Audit Committee considers and makes recommendations regarding the integrity of the financial statements of the Group; the effectiveness of internal controls and risk management and the internal and external audit process. The committee meets three times per annum.