When it comes to governance, what matters is how it works in practice. Having the right structures and processes in place is only part of the story: we aim to make sure our governance helps us run the business successfully and safely.
Applying the Board’s experience
The quality and character of the members of the Board of Directors are crucial to sound governance. We have in place a Board that has now been stable for three years. This means that our Directors have had time to:
- Build a good knowledge of our business and industry.
- Develop good communication channels with management.
- Be in a position to hold management accountable.
Being well informed
To do a good job, the Directors need to be well-informed. We achieve this through:
- Board and committee meetings.
- Directors receive, in advance, board papers which provide full details on the issue under discussion.
- Informal discussions.
- Site visits.
- Interim information.
Acting with independence and influencing
Our directors have free access to information and management. As the Board generally aims to act on the basis of consensus, the non-executive directors have real influence. If the Chairman sees that a consensus is lacking, management are asked for further information or to reconsider their proposal or possibly withdraw it. Our Board consists of seven Directors, three of whom are fully independent. We expect our non-executive Directors, while maintaining their independence, to help us both have a clear strategic direction and also oversee the strengthening of our internal operations.
Showing leadership
The Board aims to ensure that the company has clear direction both strategically and in how it is developing as an organization. We are also aiming to show leadership in setting out what EuroChem stands for: its social role in the communities where it is operating, the behaviour of its management and employees toward each other and outside parties, and in ensuring appropriate business behaviour through compliance with business and legal norms. EuroChem expects its non-executive directors to show leadership by setting out the direction of the company’s continuous improvement, in part with an eye to ensuring that EuroChem is well-positioned to meet the expectations of the international capital and debt markets. EuroChem aims to achieve international standards across its operations and sees its non-executive directors as playing an important role in that push.