CORPORATE GOVERNANCE

SHAPING OUR FUTURE

Our Board of Directors remains committed to the highest standards of governance across the Group, and reports against the UK Corporate Governance Code. Further information on how we have applied its principles and provisions can be found in our annual report.

The Board helps to shape the strategy of XP Power, ensuring a measured approach that mitigates risk and aligns with corporate and social responsibility priorities. We're committed to the long-term sustainable success of the company, generating value for shareholders.

CLEAR COLLABORATION

We encourage a culture of openness and debate to ensure all views are heard and taken into consideration. The CEO and CFO ensure that directors receive accurate, timely, clear and relevant information in order to carry out their duties. 

There is a clear division of responsibility between the Chair, who is responsible for the management of the Board, and the CEO, who is responsible for the day-to-day running of the company and execution of our strategy.

BOARD COMMITTEES

Audit Committee

The Audit Committee consists of Polly Williams and Pauline Lafferty. The committee ensures we comply with legal and accounting standards together with effective risk management and internal control processes and appropriate supervision and performance of the external Auditor.

AUDIT COMMITTEE TERMS OF REFERENCE

Remuneration

The Remuneration Committee consists of Pauline Lafferty (Chair), Jamie Pike and Polly Williams. The Report of the Remuneration Committee in our annual report  sets out in detail of activities undertaken in the last financial year in respect of remuneration for the Board. No Director participates in the deciding of their own remuneration. For the Group's remuneration policy, approved by shareholders, please see the 2022 Directors’ remuneration report.

REMUNERATION COMMITTEE TERMS OF REFERENCE

Nomination Committee

The Nomination Committee consists of James Peters (Chair), Polly Williams and Pauline Lafferty. The Committee reviews and considers the appointment of new Directors and the Report of the Nomination Committee is in our annual report. All Non-Executive Directors are given the opportunity to interview any proposed candidates. Any appointment of a new Director is voted on by the whole Board.

NOMINATION COMMITTEE TERMS OF REFERENCE

POLICIES AND PROCEDURES

The long-term success of XP Power depends on our ability to maintain our reputation and the trust of our stakeholders wherever we operate. The Board is committed to the highest ethical standards set out in our Business Code of Conduct and upheld through the implementation of policies and procedures.