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John Lewis Partnership plc Annual Report and Accounts 2014
OUR GOVERNANCE APPROACH CONTINUED The Partnership Board
How is the Partnership Board
made up? The Partnership Board comprises the following 15 members:
–Chairman – Deputy Chairman
– Four Executive Directors (in addition to the Chairman and Deputy Chairman)
–Partners’ Counsellor – Five Elected Directors – Three Non-Executive Directors
More detail about individuals on the Partnership Board and their roles can be found below on page 62.
What is the Partnership
Board’s responsibility? The Partnership Board has ultimate responsibility for approving major policy and strategy decisions and allocating the financial and other resources of the business. The Partnership Board is also responsible for reviewing the effectiveness of the Partnership’s internal controls, including financial, operational, compliance and risk management systems, and for determining the nature and extent of the risk it is willing to take in achieving its strategic objectives.
It is responsible for the overall management and performance of the Partnership and operates within a framework of prudent and effective controls, which enable risk to be assessed and managed. It is collectively responsible for the success of the Partnership and operates within a framework of reserved matters, delegations and assurance.
Quorum: Three members
Chairman’s Nominations Committee
See page 68 for the Committee’s Report
Audit and Risk Committee
See page 70 for the Committee’s Report
Remuneration Committee
See page 74 for the Committee’s Report
How often does the Partnership Board meet and what does
it discuss? The Partnership Board met 11 times during the reporting year and the members’ attendance is detailed in the table opposite. The Partnership Board governs the Partnership’s affairs through a schedule of matters reserved for its decision. It agrees the Partnership’s strategy, business plan and annual budgets, including those of Waitrose, John Lewis, Partnership Services and Corporate divisions. It approves and monitors the Partnership’s revenue and capital spending and determines each year the amount of the Partnership’s profits that should be reserved for the maintenance and development of the Partnership’s business, and hence the rate at which the Partnership Bonus may be paid. It also monitors performance, including that of the divisions, against business plans, budgets and forecasts.
Senior executives attend Partnership Board and Committee meetings as appropriate to support proposals on policy setting, investments and the results and strategies of their divisions.
Partnership Board members are given relevant and timely documentation in advance of each Partnership Board and Committee meeting.
What other committees assist
the Partnership Board? The Partnership Board is aided in carrying out its supervisory and assurance responsibilities by its committees: the Chairman’s Nominations Committee, the Audit and Risk Committee and the Remuneration Committee. The responsibilities of these committees are set out in each committee’s report, and their respective terms of reference are available at
www.johnlewispartnership.co.uk.
The Audit and Risk Committee Report can be found on page 70 and the Chairman’s Nominations Committee on page 68. Full details of the composition and work performed by the Remuneration Committee are set out in the Remuneration Report on pages 74 to 77.
From time to time, the Partnership Board also delegates authority to ad hoc committees to help finalise matters within agreed parameters set by the Partnership Board. This year, sub-committees have reviewed the triennial pension scheme valuation and approved other specific material transactions.
Partnership Board
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