Polymetal is committed to best practice in corporate governance. The first externally facilitated Board evaluation took place in 2013. In accordance with corporate governance best practices, Polymetal carried out an externally facilitated Board evaluation in 2016. Fidelio Partners, an independent Board Development and Executive Search consultancy, conducted the evaluation. The purpose of the evaluation was an in-depth review of Board effectiveness. The evaluation covered a number of aspects relating to the work of the Board and also provided suggestions and recommendations to further enhance Board effectiveness. In accordance with the UK Corporate Governance Code, it is the Board’s policy that the evaluation process will be externally facilitated every three years.
The Remuneration Committee continued to use PricewaterhouseCoopers LLP (‘PwC’) as independent external remuneration consultants to provide support in relation to benchmarking, the review of the Company’s remuneration policy, and shareholder consultation, in order to aid the Committee in their discussions. PwC is a member of the Remuneration Consultants’ Group (RCG) and a signatory of the RCG Voluntary Code of Practice, and incorporates the principles of the Voluntary Code of Practice into its engagement. No other services were provided by PwC during 2016 other than external assurance services for the Company’s Sustainability report and tax advisory. The Committee reviews the objectivity and independence of the advice it receives from PwC at a private meeting held on an annual basis. PwC was selected in 2013 after submitting a proposal to management to carry out benchmarking, as part of a competitive process, the results of which were presented to the Remuneration Committee for approval.
In 2017 the Board appointed Spencer Stuart, international firm, as an external search consultancy to assist with the Board of Directors succession programme. No other services were provided by Spencer Stuart.
Share dealing code
The Company has adopted a set of internal procedures, systems and controls to ensure that the Group complies with its obligations relating to inside information under the Market Abuse Regulation (the MAR) and the Listing Rules and the Disclosure Guidance and Transparency Rules. In addition to complying with the MAR, the Company is subject to the provisions of the Russian securities laws following admission of its securities to trading on Moscow Stock Exchange. The code of dealings applies to the Directors and other relevant employees of the Group.