The members of the Board have a strong mix of multi-disciplinary experience and a composition that follows corporate governance best practice. The Elexon Board is ultimately accountable to BSC Parties.
The Board
Sara Vaughan
Anne Heal
David Titterton
Devrim Celal
Ian Graves
Tim Fitzpatrick
Peter Stanley
About the Board
Main duties
The Elexon Board’s role includes: setting the company’s strategic aims, approving Elexon’s annual business strategy and budget, overseeing the company’s governance structures and the performance of its management.
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 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.
Elexon Board committees
Audit and Risk Committee
The Audit and Risk 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.
Audit and Risk Committee Terms of Reference (Size: 109.93 KB)
Market-wide Half Hourly Settlement (MHHS) Committee
This committee is responsible for providing Board level oversight and scrutiny of the operational performance of, and support and assistance to, the MHHS Programme Implementation Manager, and to report progress to the full Board.
Nominations Committee
The Nominations Committee is responsible for overseeing the process for appointments to the Board.
People and Remuneration Committee
This committee is appointed to lead the process for remuneration of the Company Chair, the Chief Executive Officer and the Executive Team, and for monitoring matters concerning culture particularly in respect of Health, Safety and Wellbeing (H,S&WB) and Equality, Diversity and Inclusion (EDI).
People and Remuneration Committee Terms of Reference (Size: 120.49 KB)
Transformation Committee
The Committee is responsible for providing oversight of the company’s significant technology change, including approving investments and contracts.
Transformation Committee terms of reference (Size: 125.54 KB)
BSC Parties
Elexon’s directors are accountable to BSC Parties through the voting mechanism set out in Section C of the BSC. The voting mechanism gives powers to Trading Party Groups, Distribution Business Groups and NESO (referred to as Voting Parties in the BSC) to request meetings and to exercise voting rights.
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.
Voting Shares
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.
BSCP 38: Authorisations gives further details on appointing 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 BSC Section C: BSCCo and its Subsidiaries, 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 [email protected]