The Committee’s terms of reference can be found on the Group’s website and can be obtained from the Company Secretary. The responsibilities of the Committee, as covered in its terms of reference, include reviewing the Board composition, appointing new Directors, reappointment and re-election of existing Directors, succession planning taking into account the skills and expertise that will be needed on the Board in the future, reviewing the time requirement from Non-Executive Directors, determining membership of Board Committees and their modus operandi, and ensuring an objective evaluation of the performance of the Board and each Director takes place on a regular basis.
The Code recommends that a majority of members of the Nomination Committee should be independent Non-Executive Directors. The Committee is chaired by me as independent Non-Executive Chairman, and its other members are Jemima Bird and William Tuffy who are independent Non-Executive Directors, and the Chief Executive officer (‘CEO’), Rob Pitcher. Accordingly, the Committee complies with the Code recommendation. By invitation, the meetings of the Committee may be attended by the Chief Financial Officer (‘CFO’) although this did not occur during the year under review.
During the 52 weeks ended 27 June 2020, the Nomination Committee met formally on two occasions with all members attending the meeting. A key item of business undertaken during the year was the recruitment of a Chief Financial Officer Designate following Mike Foster notifying the Board that he was planning to retire at a time convenient to the business. A thorough process was conducted by an Executive search agency and all members of the Board were involved in interviews and meetings before an appointment was confirmed. Danielle Davies joined the business as Chief Financial Officer Designate in July 2020 and has undergone an extensive induction programme working alongside Mike Foster and will be appointed as CFO when Mike Foster steps down at the conclusion of the AGM on 22 December 2020.
The Committee also formally reviewed succession plans for all Board and senior management positions so that in the event of unforeseen events, there is a clear and agreed understanding of both the short-term and long-term actions that would be implemented, and in certain cases other changes made to ensure that appropriate contingencies are in place and operational vulnerabilities minimised.
The Committee will continue to meet formally at least once a year and at such other times as the Board or the Committee Chairman requires. The Committee has access to sufficient resources to carry out its duties, including the services of the Company Secretary. Independent external legal and professional advice is taken if the Committee believes it is necessary to do so, this typically being related to executive search matters and Board performance evaluation.
On the recommendation of the Committee and in line with the Code, each of the Company’s serving Directors, other than Mike Foster, will stand for election at the forthcoming AGM and will subsequently offer themselves for re-election on an annual basis.
The biographical details of the Directors are set out on page 35. Following performance evaluations conducted during the year, the Committee is satisfied that the Directors who served during the 52 weeks ended 27 June 2020 performed effectively and demonstrated commitment to their roles. Annual performance reviews will continue going forward.
We pride ourselves on being a diverse and inclusive business. All employees are welcomed and treated with respect, regardless of their background. We are committed to offering equal opportunities for colleagues to develop, progress and grow.
The Committee supports the recommendations outlined in the Hampton-Alexander Review “FTSE Women Leaders” and is aware of the need to increase the number of women on the Board and in other senior management positions. The Board strives to make appointments based on merit and against objective criteria to ensure the best individual is appointed for each role and that the appointee can add to or complement the existing range of skills and experience of the relevant team. However, the Board is also committed to equality and acknowledges that it must lead by example. Recent senior management appointments of Chief Financial Officer Designate, People Director, and Interim Marketing and Sales Director have all involved members of the Board in the appointment process and all appointees have been female. When Danielle Davies takes up her position as CFO, 40% (2019: 29%) of the positions at Board and senior management level will be female. This represents a significant step forward towards gender equality and the Board believes that appointing females to these key positions will help drive change throughout the Group.
Our commitment to supporting equality and diversity has been demonstrated by being regularly represented at and actively participating in “Women in Hospitality, Travel and Leisure”, which is a forum for organisations in our industry sector to collaborate and work up tangible actions to improve diversity and inclusion across the sector. We have also provided support in the form of hosting facilities, including free food and drink, for Plan B mentoring events. Plan B mentoring is an initiative organised by a small group of female hospitality executives, to prepare senior women executives for Board level positions in our sector.
Of 2,968 employees, females represented approximately 45% of the workforce as at 27 June 2020 (29 June 2019: 44%). The Group is committed to continuing to develop the potential of its female employees through its training programmes and its corporate development pipeline.
Diversity also encompasses background, ethnicity and disability. The Board is fully committed to the principles of equality and diversity throughout the business and recognises that there is more to achieve in this area. During the year, we introduced our Diversity and Inclusion strategy, focused solely on driving the right behaviours and actions across every part of the business. We have invested significant training resource to ensure that every employee understands and is fully engaged with the principles. Every employee has been required to undertake an online training module on equality and diversity. The training module concludes with a short test and the training does not complete until a pass has been achieved.
The Board acknowledges the recent protests against racism and understands that it needs to listen more closely to both our teams and our guests as part of our own ongoing education in these matters. We know that tackling inequality begins by understanding it, recognising it, and then calling it out. We are committed to listening more intently to our teams’ views and providing a safe place for them to share their ideas, thoughts, and feedback. This will better inform us, aid our understanding of the wider issues and ensure that both as a business and as a team we learn and move forward in the right way.
Due to the disruption caused by the enforced closure of the business during COVID-19, and in accordance with the extension granted by the GEO and EHRC, the Group does not anticipate publishing its gender pay report until early 2021. The latest report can be downloaded from our corporate website at www.revolutionbarsgroup.com
I hope to be able to take any questions from shareholders on the work of the Nomination Committee at the General Meeting on 15 February 2021 to approve the Annual Report and Accounts.
Chairman of the Nomination Committee
16 December 2020