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Committees

2024 UK Spencer Stuart Board Index

2024 Snapshot

 54 %

of companies now have a committee dealing with sustainability-related issues

 19 %

of boards have a stand-alone risk committee

 70 %

of remuneration committees are chaired by women

Boards of the largest 150 FTSE companies have an average of four committees as part of their governance framework.

Number of board committee

Of the three core committees, remuneration continues to comprise the highest number of women as members (55%) and chairs (70%).

Core committee meetings and membership
Meetings Members Female chairs Female members
Audit 5.3 4.3 36% 51%
Remuneration 4.9 6 70% 55%
Nomination 3.9 4.5 18% 47%

19% of companies have a standalone risk committee, making it the fourth most common board committee. All boards with a risk committee are in the financial services sector (a regulatory requirement), with the exception of Serco. Flutter Entertainment (risk and sustainability) and QinetiQ (risk and technology) combine risk with related topics. 23% of boards (35) have a combined audit and risk committee.

54% of boards have a committee to oversee sustainability issues. A number of committees may have expanded their remit to include different aspects of sustainability and ESG, as detailed in the section dedicated to Sustainability-related committees.

Meetings and frequency of other committees
Meetings Occurrence of committee on boards
Risk

6.4

19%

Sustainability

4.1

21%

ESG

3.8

9%

Health & Safety

3.7

11%

Compliance

3.7

4%

People & HR

4

1%

Science

5.5

3%

Technology

2.3

4%

Others

4.7

15%

Subject-specific committees categorised as “others” cover such topics as societal value (Johnson Matthey), disclosure (Barratt Developments, ITV), compliance and culture (Smith & Nephew) employee engagement (Spirax-Sarco), capital allocation (Entain), investments (Direct Line, Hiscox) and treasury (Severn Trent).

Profile of core committee members

Remuneration committee

  1. The committees at Pearson and Pennon Group are composed solely of women.
  2. 14% of remuneration committee members and 8% of chairs have self-identified as having a minority ethnic background.
  3. 26% of remuneration committees chairs have held general manager roles.

Audit committee

  1. 65% of audit committee chairs are current or former chief financial officers; 9% are former audit partners.
  2. 15% of audit committee members and 3% of chairs have self-identified as having a minority ethnic background.
  3. 28% of audit committee members have a general management background. 43% have been a chief executive, and 1% have an HR background.

Nomination committee

  1. 90% (135) of nomination committees are chaired by the chair of the board.