The Elexon Board is ultimately accountable to BSC Parties.

The seven members of the Board have a strong mix of multi-disciplinary experience and a composition that follows corporate governance best practice.

Responsibilities

Main duties

The Elexon Board is responsible for:

  • providing leadership to Elexon
  • setting the company’s strategic aims, including the approval of its annual Business strategy
  • ensuring that the necessary financial and human resources are in place for the company to meet its objectives, including approving the company’s budget
  • reviewing the performance of the company’s management
  • the governance of the company
  • ensuring that Elexon’s obligations to its stakeholders, including BSC Parties, are understood and met

Responsibilities between Chairman and Chief Executive

The following document details the division of responsibility, including reporting lines and key responsibilities.

Governance documents

Elexon’s governance is overseen by the Elexon Board and we are managed on a day-to-day basis by our Executive Team. Elexon’s core governance documents are our Memorandum and Articles of Association and Section C of the BSC.

The governance of the company is also documented by the Board’s schedule of reserved matters and the division of responsibilities between the chair and the CEO. These documents describe the roles of the Board and the Executive Team respectively.

Meetings

Board meetings

Our Board is scheduled to meet on ten occasions each year, and at other times where necessary. These meetings include main Board meetings, strategy meetings and committee meetings.

The Board publishes a circular every 6 months to keep Parties informed of the issues that the Board is currently focused on.

Requesting meetings or votes

To request a General Meeting or a vote at an Annual BSC Meeting you should complete the necessary form and email it to Elexon’s Company Secretariat.

It can also be sent by post to The Company Secretary.

The General Meeting Request Form must be authenticated by the Authorised Signatory of the Voting Party or Voting Parties making the request.

The request must also be made by Voting Parties holding at least 5% of the Actual Voting Share.

Elexon Board committees

The three board committees are:

Audit and Risk Committee

This committee is responsible for providing assurance to the Board in relation to the integrity of the company’s financial reporting, the effectiveness of internal financial controls and overseeing the effectiveness of the company’s risk management framework.

Nominations Committee

This committee is responsible for overseeing the process for appointments to the Board.

Remuneration committee

This committee is responsible for setting, in accordance with the remuneration policy set by the Board, the remuneration of the Company Chair the Chief Executive and the Executive Team.

Voting Share

Voting Share Register

The Actual Voting Share for your Trading Party Group or Distribution Business Group is published regularly on the website.

Votes can only be exercised by an Authorised Person or by a duly appointed Proxy.

Please refer to BSCP38 on the BSC website in order to appoint Authorised Persons who can:

  • keep Elexon informed of changes to Trading Party Groups and Distribution Business Groups
  • request a vote at a General Meeting or an Annual BSC Meeting
  • exercise a vote on behalf of a Voting Party at a General Meeting or an Annual BSC Meeting
  • point a proxy to vote on a Voting Party’s behalf at a General Meeting or an Annual BSC Meeting.

Annex C-2 of the BSC sets out the rules for determining what a BSC Party’s Actual Voting Share.

Proxy Appointments

Voting Parties can appoint a proxy using the Proxy Appointment Form that is issued to you as part of the notice of a General Meeting.

Proxy Appointment Forms must be sent to Elexon’s Company Secretariat at elexonproxyvoting@elexon.co.uk