The Board of The British Standards Institution is committed to the highest standards of corporate governance which it considers fundamental to the business’s success.
The British Standards Institution is a Royal Charter Company and is governed by its Royal Charter and byelaws. As it has no share capital BSI is what is termed a “non-profit distributing company” because profits are re-invested back into the business.
As a Royal Charter Company, BSI is not, therefore, subject to the oversight by investors as is found in joint-stock companies but nevertheless applies the principles of the FRC’s UK Corporate Governance Code where applicable and has established internal governance procedures that reflect best practice.
BSI’s focus on governance begins with the board, which has a majority of non-executive directors and is able to draw on the experience of individuals of recognized stature from many areas of business. The board is supported by formal audit and risk, remuneration and nominations committees, on which the non-executive directors are the primary participants, as well as by the standards policy and strategy committee and the sustainability committee.
Underpinning the frameworks of internal control and financial management and their related monitoring and compliance systems is the BSI Code of Business Ethics, which sets the ethical values and high standards of integrity that we insist are upheld in every aspect of the way we do business.
The annual report of The British Standards Institution sets out in detail the governance framework of the company.
The Board is collectively responsible for the success of the business. It provides entrepreneurial leadership to the organisation within a framework of prudent and effective controls. The Board predominately comprises non-executive directors whose wide business experience and independence help ensure the Company maintains the highest standards of leadership and governance.
The Board has ultimate responsibility for matters including ensuring compliance with the Company’s Royal Charter and Bye-laws, its strategy and management, organisation and structure, financial reporting and controls, internal controls, risk management, approval of significant contracts, determination of corporate policies, consideration of significant matters relating to the raising of finance, acquisitions and disposals and corporate governance matters.
To lead the Board of The British Standards Institution (‘BSI’) and be responsible for its overall effectiveness in directing the BSI Group of companies (the ‘group’).
Senior independent director (SID)
The UK Corporate Governance Code requires that the board appoints one of the independent non-executive directors to be the senior independent director (“SID”).
Chief executive officer
To lead, manage and develop the BSI Group (the ‘group’) in accordance with BSI’s purpose and values.
The board has established committees which help ensure BSI meets best practice in corporate governance:
- Audit and risk committee
- Remuneration committee
- Nominations committee
- Sustainability committee
- Standards policy and strategy committee
Further committees are established by (and report to) the chief executive:
- Group leadership team
- BSI impartiality oversight committee
Annual General Meeting
The Board uses the Annual General Meeting to communicate with subscribing members and encourage their participation.