Our Board is committed to maintaining high standards of corporate governance, which it considers to be central to the effective stewardship of the business and to maintaining the confidence of stakeholders. The Board continues to strive to ensure that the Group’s governance structure protects the sustainability of its businesses and the communities in which it operates, while maximising shareholder value and treating all shareholders fairly.
In developing our framework for corporate governance and managing our business, the Board recognises the need to strike a careful balance to ensure that shareholders and other stakeholders are appropriately protected by robust processes and procedures while providing an environment that fosters an entrepreneurial spirit, thereby allowing our senior management team and employees to continue to deliver the strategic and operational progress that we have achieved in recent years. This balance enables us to clearly focus on the key risks facing the Group but requires us be flexible enough to accommodate changes resulting from developments in our strategy or changes in the regulatory environment.
The Board also sets the tone for the Company. The way in which it conducts itself, its attitude towards sustainability, problem gambling and diversity and inclusion, its definitions of success and its assessment of appropriate risk all define the atmosphere within which the executive team works.
We have set out in the following sections details on our governance structure and framework, our Board and Committees, how we engage with stakeholders and how we seek to manage the principal risks and uncertainties facing the business.
Our corporate governance structure
ROLES AND RESPONSIBILITIES
The roles of the Chairman (Brian Mattingley) and the Chief Executive Officer (Mor Weizer) are separated and clearly defined. A summary of their respective responsibilities can be downloaded below.
A formal schedule of matters specifically reserved for Board consideration and approval is in place A summary of the matters reserved can be downloaded below.
Governance reports
Full details of our corporate governance arrangements are described in the Corporate Governance report, which are available to download below.
Our corporate governance framework
Our governance framework includes our Code of Conduct and a separate Anti-Bribery Policy, which are adopted by the Board, and key to the way in which we work both in respect of our relationships with our customers and regulators and also with our colleagues across multiple jurisdictions.
As Playtech plc is a premium listed company, we apply the principles of good governance advocated by the UK Corporate Governance Code 2018 (the “Code”). Full details of how we comply with the Code can be found in our latest Annual Report, which is available to download below.
Engagement with stakeholders
Our Board regularly engages with a range of stakeholders throughout the year with the objective of understanding current and evolving issues of interest, engaging constructively with our stakeholders, and ensuring the company takes stakeholder perspectives into account when taking short and long-term decisions. Read more about how we engage with stakeholders in our latest Strategic Report. in our annual report.
Internal audit, Risk management and internal controls
In recognition of the increasingly complex environments within which we operate, the Group has taken steps to expand and enhance internal controls and strengthen the internal audit function and its position within the organisation. Overall, the system of internal controls and audit is designed to ensure local legal and regulatory compliance and manage, rather than eliminate, the risk of failure to achieve business objectives. It can therefore only provide reasonable and not absolute assurance against material misstatement or loss.
Internal audit
Our internal audit function reports to the Chair of the Audit & Risk Committee and has direct access to all key executives. Its key objectives are to provide the Board, the Committee and management independent and objective assurance on risks and mitigating controls, and to assist the Board in meeting its corporate governance and regulatory responsibilities.
Risk management and internal controls
Our Risk Management and internal control function, reporting directly to the Chair of the Audit & Risk Committee, ensures the appropriate review and assessment of risks, implementation of mitigating control activities, and management of risk appetite within the Group. This function plays a key role in supporting the Audit & Risk Committee's efforts to enhance the Group's internal control framework, including the identification and development of key material controls in accordance with UK Corporate Governance legislation.
Full details of our approach to risk management, internal controls and our principal risks are set out in our latest Strategic report.