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How the Board leads our governance framework

The Board is collectively responsible for the long-term success of Smiths. The Directors promote the creation of sustainable stakeholder value within a governance framework of systems and controls.

To protect and grow stakeholder value, the Board approves Smiths strategy and oversees its implementation. It also continually monitors internal controls, risk management activities, and viability, taking into consideration the views of stakeholders.

Governance matters form part of our Sustainability at Smiths ESG framework.  Our three governance diamonds are:

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Managing risk and maintaining strong and effective controls

Continual assessment and management of risks, and assurance through internal controls, is an integral part of day-to-day operations at Smiths.

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Behaving ethically and legally

Behaving with integrity is a fundamental part of our culture and is supported by our Code of Business Ethics.

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Effective long-term decision making and transparency

Good quality, ethical and effective decision-making builds sustainable businesses and enables them to create long-term value for all stakeholders.

Governance framework

The Board’s approved governance framework of systems and controls enables it to effectively discharge its collective responsibility. The framework includes the delegation of specific authorities to the Board’s five Committees. Each Committee operates under its own Terms of Reference together with a set of Terms applicable to all the Committees.

The Governance framework includes the following documents:

  • Matters Reserved for the Board
  • Nomination & Governance Committee Terms of Reference
  • Audit & Risk Committee Terms of Reference 
  • Remuneration & People Committee Terms of Reference
  • Science, Sustainability & Excellence Committee Terms of Reference

Division of responsibility

There is a clear division of responsibility between executive and non-executive Directors which supports the integrity of the Board’s operations.  The Directors responsibilities are set out in the following role specifications:

Role of Chairman
Role of Senior Independent Director
Role of Chief Executive Officer
Role of Chief Financial Officer

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Our leadership

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Board and Committees

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Understanding our stakeholders

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