The Board of Jumeirah Group is committed to applying the highest standards of corporate governance in the business.
Corporate Governance Framework
The Company recognises that good corporate governance, underpinned by principles of integrity, transparency and accountability, is an essential element in promoting a strong, viable and competitive company and in protecting and building shareholder value.
The Company has a well-established corporate governance framework implemented by the Board of Directors and Committees of the Board. The framework focuses on legal and regulatory compliance, effective risk management and internal control, and business conduct and ethics.
Dubai Holding has established an investment mandate in order to support and provide a framework for the Company’s strategic decision making. The Company makes decisions in a transparent manner with appropriate disclosures of interests so that its shareholders can hold Directors and management accountable. The Company is monitored through internal audit, which is managed through the Audit and Risk Committee and a risk working group.
During 2013, steps were taken to develop and enhance the Company’s corporate governance in line with Dubai Holding’s strategic objectives.
To promote its effectiveness, the Board undertook a formal and rigorous evaluation of its own performance and that of its Committees for 2013. The review was carried out via a questionnaire using an online board portal. Key areas of focus covered: strategy, risk governance, Board role, structure and processes, effectiveness of the Board Committee sand relationships with key stakeholders.
Among other developments, to support effective decision-making based on a well-balanced framework of accountability, a new Group Delegation of Authority document was approved by the Board and issued to the business which covered strategic, development, financial and operational matters.
In addition, in order to enhance the Company’s existing business conduct and ethics policy, new Anti-Bribery and Gifts and Hospitality policies were introduced following the Board’s approval.
Board & Committee Structure
The key responsibility of the Board is to foster the long-term prosperity of the Company. In support of this objective, the Board’s role is to provide entrepreneurial leadership within a framework of prudent and effective controls which enables risk to be assessed and managed. The Board is responsible for formulating the business strategy and ensuring that the necessary financial and human resources are in place to meet its objectives. It is also responsible for monitoring and reviewing the operating and financial performance of the Company.
The full responsibilities of the Board and the authority it delegates to its Committees and to management are outlined in terms of reference for the Board and each of the Committees, which are reviewed and revised, as appropriate, on an annual basis.
The Board comprises five members including two Executive Directors and three independent Non-Executive Directors. The Non-Executive Directors bring independent character, judgement and contribute depth and diversity of views to the Board, enabling a more effective decision-making process. They constructively challenge and help develop proposals on strategy and scrutinise the performance of management in meeting agreed goals and objectives.
The biographies of the Board members can be found here. There were no changes to the Board members in 2013. During the year, the Board convened on nine occasions, including four meetings held via video and teleconference.