Corporate Governance
We summarise our approach to corporate governance in the directors report. Any shareholder who would like to see a full account of where we comply or explain can click on the following link or ring our company secretarial department on +44 20 7010 2257 or 2253.
The board has established audit, remuneration and nomination committees which have written terms of reference.
Our audit committee is chaired by Ken Hydon and its other members are David Arculus, Vivienne Cox, Susan Fuhrman and Josh Lewis. The charter and terms of reference for our audit committee is attached here.
Our remuneration committee is chaired by David Arculus and its other members are Vivienne Cox, Ken Hydon and Glen Moreno. The charter and terms of reference for our remuneration committee is attached here.
Our nomination committee is chaired by Glen Moreno and its other members are David Arculus, Patrick Cescau, Vivienne Cox, Susan Fuhrman, Ken Hydon, Josh Lewis and Marjorie Scardino. The charter and terms of reference of our nomination committee is attached here.
In November 2003, the US Securities and Exchange Commission approved changes to the New York Stock Exchange's listing standards related to the corporate governance practices of listed companies. As a listed non-US issuer, Pearson is required to comply with some of the rules, and otherwise must disclose any significant ways in which our corporate governance practices differ from those followed by US companies under the NYSE listing standards. At this time, the company believes that it is in compliance in all material respects with all the NYSE rules except that the nomination committee is not composed entirely of independent directors, and that it is the full board, not the nomination committee, that develops and recommends corporate governance principles.