Governance

This part of the website aids your understanding of our approach to the governance of Campden BRI. It includes information on the Board, the Advisory Council, other committees and the Articles of Association.

Constitution

The Board of Campden BRI and its powers are detailed in the Articles of Association of Campden BRI.

• The Board shall consist of not more than eight Directors, with a minimum of two Executive Directors (the Chief Executive Officer and the Finance Director) and five Non-Executive Directors including the Chair.
• All will be statutory Directors of Campden BRI. There is the opportunity to appoint an additional Executive Director by the Board which requires the support of the Chair and Chief Executive Officer.
• These are remunerated positions.
• The Vice Chair and the three other Non-Executive Directors will be subject to retirement by rotation and will be appointed for three year terms. They will be automatically eligible, with Board support and member approval, to serve for a second three year term. Thereafter, election for a third (and final) term will in addition require support from the Chair and the Advisory Council will also have the opportunity to endorse the recommendation.
• The Chair will be appointed for an initial four year term. One further four year term will be possible with Board and member approval.

Responsibility of Board members

• To act as a statutory Director of Campden BRI.
• To attend meetings of the Board and any relevant subcommittees.
• The key roles of the Board will include those outlined by company law.

The other Board committees will be

To facilitate the board’s activities the following committees have been established:

• Audit and Risk Committee. The Audit and Risk Committee has to formally approve the Risk Register. In addition, it has responsibility for the review, in conjunction with the Company Auditors, of the Annual Financial Statements and any other financial governance issues of Campden BRI.
• Nominations and Remuneration Committee. The Nominations and Remuneration Committee reviews the composition of Board and the Committees and propose nominations of new members of the above groups. It identifies candidates for Vice-Chair and Chair of the Board, the Audit and Risk Committee and the Chair of the Scientific and Technical Committee. It also agrees pay awards for the Chief Executive, Non-Executive Directors and other executives.
• Scientific and Technical Committee (STC). The STC ensures that science and technology at Campden BRI is of the highest standard and continues to deliver to the needs of the industry. It also oversees the Member Interest Group (MIG) system, ensuring broad engagement of members in science and technology at Campden BRI.
• Finance Committee.

In addition to the Board there will be an Advisory Council

• The role of the Advisory Council will evolve over time, but it will provide a valuable link between the Board and all our members, harnessing the best input from members.
• The Advisory Council will not be a formal part of Campden BRI’s governance but will have a wide-ranging remit to keep the overall member proposition under review and to have an ongoing dialogue with the Board. View terms of reference.
• It will play a part in determining the range and quality of services provided by Campden BRI and advise on initiatives to engage, educate and inform members and other stakeholders about the work of the organisation to build loyalty and trust.
• The Advisory Council will have the opportunity to endorse the recommendation of the Chair of Campden BRI and the Campden BRI Board for Non-Executive Directors seeking a third term of office to be voted for at the AGM.