Please note this is the historical investor centre. William Hill is no longer listed on the London Stock Exchange. It has been acquired by Caesars Entertainment.
Good governance contributes to William Hill’s performance and the Corporate Governance section of the Annual Report explains our most important governance processes and how they support the business. In particular, we apply the principles of good corporate governance advocated by the UK Corporate Governance Code (the Code), published by the Financial Reporting Council in July 2018.
The Board includes an appropriate combination of Executive and Non-Executive Directors, so that no one individual or small group of individuals dominate the Board’s decision-making. The organisation and management of the Board is designed to support focused, healthy debate and constructive challenge, and to allow specialist advice and strategic guidance to be shared. The Board acts as a collective unit although, in order to optimise Board performance and governance, there are distinct roles.
The Board comprised five independent Non-Executive Directors, the Chairman, and two Executive Directors.
The proportion of women on the Board as at 29 December 2020 and the date of this report stood at 25.0%. The Board remains committed to ensuring that all appointments are made on the grounds of merit against specific role criteria. The ‘tone from the top’ is set by fostering diversity in our Board and leadership team. We recognise the importance of a diverse Board, bringing together an appropriate mix of skills and experience to ensure the future success of our business.
At William Hill, we pursue diversity, including gender and ethnic diversity, throughout the business and will continue to follow a policy of appointing talented people at every level to deliver outstanding performance. The Board is supportive of the objectives of the Hampton-Alexander Review, the Parker and McGregor-Smith review and other reviews to promote diversity.
The Nomination Committee does not believe that setting a quota is an appropriate method for achieving a balanced Board or for any other positions in the Company, and the primary criteria for all of our appointments is that they are made on merit.
The Board believes that there should be a clear division of responsibilities between the Chairman, who has responsibility for running the Board and the Chief Executive, who has responsibility for running the Company’s business.
Please click here for the Statement of division of responsibilities between the Chairman and Chief Executive, and the role of the Senior Independent Director.
The Board has spent time considering the changes and enhanced disclosure requirements brought in by the FRC’s 2018 Code, a copy of which is available at www.frc.org.uk, which places increased emphasis on stakeholder engagement, diversity and corporate culture and remuneration structures. We remain committed to maintaining the highest standards of Corporate Governance across the Group to support the delivery of our strategy and provide long-term value to our shareholders. William Hill PLC is in full compliance with the requirements of the FRC’s UK Corporate Governance Code (2018).
The Board continues to focus on maintaining an effective culture, recognising its importance and the need for a clear ‘tone from the top’.
Our purpose, values, brand, technology and product all influence how we are perceived by our employees, customers and other key stakeholders. From the point of recruitment, all employees are made aware of existing Company policies and codes which are designed to encourage and support good conduct and our values. These are reviewed on a regular basis. Reward mechanisms are also designed to incentivise good behaviours and good performance, and not to encourage excessive risk-taking. In particular, sustainability metrics are included in bonus and long-term incentive arrangements, as well as malus and clawback provisions for Executive Directors.
Other levels of management are subject to reward mechanisms which are designed to promote our corporate values and strong personal performance.
The articles of association are the Company's internal rulebook and regulate the internal management of the Company, setting out how decisions are made and various other matters. It deals with matters such as the right of shareholders, the appointment and removal of directors, the conduct of the board and general meetings and communications by William Hill PLC.
William Hill PLC’s independent external auditor is elected each year by the shareholders at the Annual General Meeting.
At present our auditor is Deloitte LLP.
1 New Street Square
Read the independent auditor’s report to the members of William Hill PLC, published in the Annual Report and Accounts 2020.