The roles of the Chairman and the Group CEO are separate with distinct accountabilities.
Role of the Chairman
The Chairman is responsible for leading the Board and focusing it on strategic matters, overseeing the Group’s business and setting high governance standards. He plays a pivotal role in fostering the effectiveness of the Board and individual Directors, both inside and outside the board room. The Chairman is also responsible for ensuring that there is effective communication with the AMs, acting as a sounding board for the Group CEO and representing the Group externally. With the support of the Group Company Secretary, he ensures that the Board receives accurate, timely and clear information.
The Chairman is responsible for:-
- Leading, chairing and overseeing the performance of the Board and playing a pivotal role in the creation of the conditions necessary for overall Board and individual director effectiveness, both inside and outside the boardroom;
- Ensuring effective communication with the Association Members and to chair General Meetings;
- Promoting and overseeing the highest standards of corporate governance within the Board and the Group;
- Leading the Board in discussions of proposals put forward by the executive team including on strategy, risk management, governance, capital, financial reporting and M&A activity;
- Setting an agenda for the Board, which is focused on strategic matters, forward looking and evaluates and oversees the Group’s businesses;.
- Ensuring the Board comply with schedule of matters reserved;
- Being a sounding board and mentor to the Group CEO;
- Representing Bupa with external parties; and
- Fostering an open, inclusive discussion which challenges executives, where appropriate.
Role of the Group CEO
The Group CEO is responsible for the day-to-day leadership and management of the business, in line with the Strategic Framework, risk appetite and annual and long-term objectives approved by the Board.
He may make decisions in all matters affecting the operations, performance and implementation of strategy of Bupa’s businesses, except for those matters reserved for the Board or specifically delegated by the Board to its Committees, executive committees or subsidiary company boards. He leads the Chief Executive Committee (CEC) in driving the performance of the business and setting the overall strategic agenda.
The Group CEO annually brings forward to the Board both three year plans and annual operating plans; once adopted they are responsible for their implementation and delivery and reports on progress at frequent and regular intervals.
All members of the CEC report directly to the Group CEO who appraises their individual performance, encouraging their development and further training, recruiting replacements and formulating remuneration proposals for approval by the Remuneration Committee.
The Group CEO represents the Company. He takes lead responsibility for the maintenance and development of Bupa's reputation and relationships with the media, regulators, governments, local communities, supplier, customer, trade bodies and other stakeholders.