Governance

Governance Report for the year ended 31 December 2022

Introduction from the Chairman

John MulchayChairman

On behalf of the Board, I am pleased to present the Corporate Governance Report for the year ended 31 December 2022.

Corporate Governance Code:

The Board is committed to the highest standards of corporate governance and for the year ended 31 December 2022, the Corporate Governance Report, in conjunction with the Audit and Risk Committee report, the Remuneration Committee report, the Nomination Committee report and the Environmental and Social Responsibility Committee report, describes how the Company has applied the principles and followed the provisions of the 2018 UK Corporate Governance Code (the ‘Code’) and the Irish Corporate Governance Annex (the ‘Annex’) and details any departures from the specific provisions.

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Nomination Committee Report

John MulcahyChair, Nomination Committee

On behalf of the committee, I am pleased to present the Nomination Committee report for the financial year ended 31 December 2022.

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Audit and Risk Committee Report

Cara RyanChair, Audit and Risk Committee

On behalf of the committee, I am pleased to present the Audit and Risk Committee (‘ARC’) report for the financial year ended 31 December 2022.

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Remuneration Committee Report

Pat McCannChair, Remuneration Committee

On behalf of the committee, I am pleased to present our Remuneration Committee report for the financial year ended 31 December 2022.

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Environmental and Social Responsibility Committee Report

Camilla HughesChair, Environmental and Social Responsibility Committee

On behalf of the committee I am pleased to present the ESR Committee report for the financial year ended 31 December 2022.

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Board of Directors

The board is responsible for setting and guiding the strategic direction of the Group, understanding the key risks faced by the Group, determining the risk appetite of the Group and ensuring that a robust internal control environment and risk management framework is in place. The board has overall responsibility for the management of the Group’s activities and is accountable to shareholders for creating and sustaining shareholder value and for the long-term success of the Group.

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