Background

In 2001, newspaper publishing baron Robert Maxwell’s body was in the sea around Tenerife. The papers reported that apparently, he went overboard when cruising on his luxury yacht. BBC Home (Nov 1991)
It was subsequently revealed however that he had withdrawn millions of pound of the pension funds in his own company to stabilize his company, Mirror Group’s shares. This was all done without prior authorisation and it took the efforts of Shearson Lehman, Goldman Sachs and the British government to replenish the funds but only partly. Pensions World (Oct 2011).
Seven years later, it was the turn of one of the companies who helped clean up Maxwell’s mess. Lehman Brothers filed for bankruptcy and emergent details included
They noted a possible area of divergence from the code in which, while the code recommends that all directors in FTSE 350 companies go up for an annual re-election, their investors are not unanimously in support with it but explained that it is still under consideration. FRC (2010)

BOARD ORGANISATION AND EFFECTIVENESS
The role of and matters reserved for the Board
As required by the code, the board of Reckitt Benckiser confirmed responsibility for leadership and control of the organisation and is also in charge of strategy approval, supervision, advisory and ultimate responsibility for decision making.
The board structure amongst other committees has an executive committee which is led by the Chief Executive Officer and provides company management on a daily basis. The Chief Executive Officer together with the company secretary develop the agenda annually and it is finalized by the chairman

The following issues include the matters the board decides on based on a formal schedule:

• Strategic responses to takeovers if any;
• Policies on risk management
• Decisions concerning foreign currency transactions and company policy on gearing
• Giving of final approval of corporate plans and annual budgets
• Decision on capital expenditure projects, disposals and