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does not receive copies of Board or
Committee reports relating to the
matter and excuse themselves from the
Board meeting at the time the matter
is considered. Disclosures are recorded
in the minutes and recorded on the
Statement of Interests Register.
Chairman
Helen Nugent, an Independent Non-
Executive Director, has been Chairman of
the Company since 3 August 2015. The
Chairman of the Board is responsible for
the leadership of the Board and for the
efficient and proper functioning of the
Board, including maintaining relationships
with the Shareholder.
Board evaluation
In line with the GBE requirements, ARTC
conducts an annual review of the Board’s
performance.
The Board determines the actions to be
taken in relation to the recommendations
arising from the assessments and
regularly reviews progress against the
action plans.
The Chairman provides the Shareholder
Ministers with written confirmation that
this review process has been followed
and raises any areas of concern at the
Annual Shareholder Strategic Meeting.
Director induction
and education
On appointment, each Director receives
a formal letter of appointment from the
Shareholder Ministers. ARTC has an
induction program for new Directors
which includes individual meetings with
Executive Members; Directors; and
visiting ARTC’s operational locations.
Directors are provided with a detailed
manual with information on the
Company’s corporate strategy, company
policies, meeting arrangements, rail
industry and general company matters.
The Board has regular discussions with
the CEO and Management and attends
site tours of ARTC’s operational sites.
Board access to information
and independent advice
The Board has direct access to
Management and any company
information Management possess in
order to make informed decisions and
discharge its responsibility.
The Company Secretary in that capacity,
is accountable to the Chairman of
the Board. The Board must approve
the appointment and removal of the
Company Secretary.
Any Director can seek independent
professional advice in the discharge of
their responsibilities, with the agreement
of the Chairman, which cannot
unreasonably be withheld.
Board Committees
To assist in the discharge of its
responsibilities, the Board has established
the following Board Committees:
•
•
Audit and Compliance
•
•
People, Policy and Remuneration
•
•
Environment, Health and Safety
•
•
Risk
Each Committee is chaired by a Non-
Executive Director and comprises
a majority of Independent Non-
Executive Directors. Membership of
the Committees is based on Director’s
qualifications, skills and experience.
Each Committee is governed by its own
Charter, detailing the Committee’s role,
membership requirements and duties.
Each Charter is reviewed periodically and
revised when appropriate.
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