Governance Structure

PaD is qualified as a public interest entity as defined under the Financial reporting Act 2004.

PaD is led by a highly committed and unitary Board, which has ultimate collective responsibility for leading and controlling the organization and meeting all legal and regulatiry requirements. The board supports and is committed to attain and maintain the highest standards of corporate governance, including the principles of openness, integrity and accountability.

The Group operates within a clearly defined governance framework, which provides for delegation of authority and clear lines of responsibility without abdicating the Board’s responsibility. To assist the Board in the discharge of its responsibilities, has established Committees mandated to provide specific expertise to the Board in matters affecting the Group’s affairs. Through this framework, the Board sets out the strategic directions of the Group and has entrusted the day-to-day running of the organisation to the Management Executives, with their performance against set objectives and policies closely monitored.

Board

The Board has ultimate responsibility and is accountable for the performance and activities of the company and of the group.  The role of the board is to define the overall purpose, strategy and value for the company and the group and to determine all matters relating to the directions, policies, practices, management and operations of the Company and all its subsidiaries. The Board thereafter supervises executive management and ensures the proper functioning of the company and the group in accordance with the board directions and delegations

The board charter sets out the objectives, roles and responsibilities and composition of the board.

Board Committees

The Board has delegated certain functions to various Board Committees to provide specialist guidance and make recommendations, through established reporting mechanisms, on areas and matters delegated to them. Each committee has its own charter, approved by the Board and reviewed as required, which deals clearly with its authorities, roles and responsibilities.

Audit and Risk Monitoring Committee

Remuneration, Corporate Governance and Ethics Committee

Strategy and Investment Committee

Directorate

The Board comprises 9 members, including 3 female members: 2 executive, 2 non-executive and 5 independent non-executive directors.

Profiles of the executive and non-executive directors of PaD are shown below.

Director nomination and appointment process

Role and responsibilities of Chairpersons, Chief Executive and Company Secretary

Codes and Rules