As at December 31st, 2017, the Board comprises of one executive director, two independent directors and six non-executive directors.
The Board has the collective responsibility for ensuring that the affairs of Engro are managed competently and with integrity.
A Board of Directors’ meeting calendar is issued annually which schedules the meetings of the Board and the Board Audit Committee. The full Board met 10 times including meetings for longer term planning, giving consideration both to the opportunities and risks of future strategy.
The Board Compensation Committee meets multiple times through the year to review and recommend policies and all elements of compensation relating to the senior executives’ remuneration and of all members of the executive committee.
The Board Investment Committee assists the Board in reviewing the Company’s investment transactions and performances, and in overseeing the Company’s financial and capital resources.
The Board Audit Committee meets at least every quarter and assists the Board in fulfilling its oversight responsibilities, primarily in reviewing and reporting financial and non-financial information to shareholders, systems of internal control and risk management through the audit process. It has the power to call for information from the management and to consult directly with the external auditors or their advisors as considered appropriate.
Responsibility - The Board is ultimately responsible for Engro's system of internal control and for reviewing its effectiveness. However, such a system is designed to manage rather than eliminate the risk of failure to achieve business objectives, and can provide only reasonable and not absolute assurance against material misstatement or loss.
Framework - The company maintains an established control framework comprising clear structures, authority limits, and accountabilities, well understood policies and procedures and budgeting for review processes. All policies and control procedures are document in manuals. The Board establishes corporate strategy and the Company's business objectives. Divisional management integrates these objectives into divisional business strategies with supporting financial objectives
Review - The Board meets quarterly to consider Engro's financial performance, financial and operating budgets and forecasts, business growth and development plans, capital expenditure proposals and other key performance indicators. The Board Audit Committee receives reports on the system of internal financial controls from the external and internal auditors and reviews the process for monitoring the effectiveness of internal controls.