Induction for BP (BP)

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BP » Topics » Induction

This excerpt taken from the BP 20-F filed Mar 4, 2008.

Induction
Following their appointment to the board, new directors undertake an induction programme, which includes matters such as the operation and activities of the group (for example, key financial, business, social and environmental risks to the group’s activities), the board governance principles and the duties of directors. The operational and business element of the induction programme is tailored to the requirements of the new director and is targeted for completion within the first six to nine months of taking office.
The chairman is accountable for the induction of new board members and is assisted by the company secretary’s office in this task.

Training and site visits
Directors are kept briefed on BP’s business, the environment in which it operates and other matters throughout their period in office. Non-executive directors also receive training specific to the tasks of the particular board committees on which they serve in order to complement their skills and knowledge and enhance their effectiveness during their tenure. On appointment, directors are advised of the legal and other duties and obligations they have as directors of a listed company. The board regularly considers the implications of these duties under the board governance principles.
During 2007, board members undertook visits to Thunder Horse in the Gulf of Mexico, the refineries at Texas City and Gelsenkirchen, BP’s UK trading operations in Canary Wharf and BP’s offices in Houston. All non-executive directors are now required to participate in at least one site visit per year.

Outside appointments
As part of their ongoing development, executive directors are permitted to take up one external board appointment, subject to the agreement

of the chairman (which is then reported to the BP board). The board is satisfied that these appointments do not conflict with their duties and commitments to BP. Executive directors retain any fees received in respect of such external appointments and this is reported in the directors’ remuneration report.

Non-executive directors may serve on a number of outside boards, provided they continue to demonstrate the requisite commitment to discharge their duties to BP effectively. The nomination committee keeps under review the nature of directors’ other interests to ensure that the efficacy of the board is not compromised and may make recommendations to the board if it concludes that a director’s other commitments are inconsistent with those required by BP.

Evaluation
The board continued its ongoing evaluation processes to assess its performance and identify areas in which its effectiveness, policies and processes might be enhanced. The board evaluated its performance during the year through the use of a board skills evaluation completed by an external facilitator and also individual director interviews held by the company secretary. The process aimed at building on the outcome of the previous year’s evaluation and assessing the way in which the board had responded to issues that occurred during 2007. A report from the external facilitator was considered by the board and recommendations adopted. The outcome from the evaluation has led the board to focus on certain areas for 2008, including a greater use of site visits and restructuring of forward board agendas.
Separate evaluations of the audit and remuneration committees and of SEEAC took place during the year and are outlined in the reports for those committees below (and in the directors’ remuneration report in the case of the remuneration committee).

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The chairman and senior independent director

BP’s board governance principles require that neither the chairman nor the deputy chairman is employed as an executive of the group. During 2007, the posts were held by Mr Sutherland and Sir Ian Prosser respectively. Sir Ian also acts as BP’s senior independent director and is available to shareholders who have concerns that cannot be addressed through normal channels.
     The chairman is responsible for leading the board and facilitating its work. He ensures that the governance principles and processes of the board are maintained and encourages debate and discussion. The chairman also leads board performance appraisals. He represents the views of the board to shareholders on key issues, not least in succession planning for both executive and non-executive appointments. Shareholders’ views are fed back to the board by the chairman.
     The company secretary reports to the chairman and has no executive functions. His remuneration is determined by the remuneration committee.
     Between board meetings, the chairman has responsibility for ensuring the integrity and effectiveness of the relationship with executive management. This requires his interaction with the group chief executive between board meetings, as well as his contact with other board members and shareholders.
     The chairman and all the non-executive directors meet periodically as the chairman’s committee. The performance of the chairman is evaluated each year, with the evaluation discussion taking place when the chairman is not present. The BP board governance principles require that the board develop and maintain a plan for the succession of both the chairman and the deputy chairman.

The Board committees

The board governance principles allocate the tasks of monitoring executive actions and assessing performance to certain board committees. These tasks prescribe the authority and role of the board committees.
Reports for each of the main board committees follow. In common with the board, each committee has access to independent advice and counsel as required and each is supported by the company secretary’s office, which is independent of the executive management of the group.

This excerpt taken from the BP 20-F filed Jun 13, 2006.

Induction

Directors receive induction on their appointment to the board as appropriate, covering matters such as the operation and activities of the Group (including key financial, business, social and environmental risks to the Group's activities), the role of the board and the matters reserved for its decision, the tasks and membership of the principal board committees, the powers delegated to those committees, the board's governance policies and practices, and the latest financial information about the Group. The chairman is accountable for the induction of new board members.

This excerpt taken from the BP 20-F filed Jun 30, 2005.

Induction

EXCERPTS ON THIS PAGE:

20-F	Mar 4, 2008

20-F	Jun 13, 2006

20-F	Jun 30, 2005

BP (BP)

BP » Topics » Induction

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