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The Board

The Company is led and controlled by the Group Board which met 9 times during the year ended 30th June 2007, including two special meetings related to the acquisition of Wilson Bowden plc.

The Board has overall authority for the conduct of the business. During the year ended 30th June 2007 the terms of reference for the Board, including those matters specifically reserved to the Board, were reviewed and updated in line with best practice. The Board’s responsibilities include;

• determination of strategy and plans to achieve the company’s objectives;
• determination of policy and the overall direction of the Company;
• approval of the Group report and accounts prior to publication;
• establishment of effective systems of delegation and internal control and the annual review of their effectiveness
• authorising material acquisitions, disposals, investments, capital projects and other significant transactions;
• monitoring the Group’s overall performance in relation to its strategies, plans, budgets and decisions.

In January each year, the Board meets for a full day to review and develop the overall business strategy of the Group. In the week prior to each Board Meeting each Director is issued with an agenda, briefing papers and comprehensive operating and financial management reports for the period under review. The Company Secretary, a practising solicitor, attends all Board and Committee Meetings and all Directors have access to his advice and, if necessary, to independent professional advice at the Company’s expense.

Attendance at Board meetings for the year ended 30th June 2007 is shown in the table below. Any Director who did not attend a meeting presented his apologies and provided his views to the Chairman ahead of the meeting having reviewed the reports and management information.

Name	Group Board*	Executive Committee	Audit Committee	Remuneration Committee	Nominations Committee
M S Clare1	7/7	Chairman 9/9
M A Pain	9/9	12/12
S J Boyes	9/9	12/12
C Fenton	9/9	12/12
C G Toner	Chairman 9/9			2/2	Chairman 1/1
R J Davies	9/9		3/5	Chairman 4/5	1/1
W Shannon	8/9		5/5	4/5	1/1
R MacEachrane	9/9		4/4	5/5	1/1
M Pescod	9/9		Chairman 5/5	5/5	1/1
A E Kilburn2	3/4		2/2	2/3	1/1
D A Pretty3	4/4	5/5
G K Hester4	4/4	6/6

1M S Clare appointed Chief Executive 2nd October 2006

2A E Kilburn retired from the Board on 28th November 2006

3D A Pretty retired from the Board on 31st December 2006

4G K Hester retired from the Board on 8th January 2007

*Includes two special meetings in relation to the acquisition of Wilson Bowden plc.

/9 - Indicates number of meetings held

9/ - Indicates number of meetings attended

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