Terms of Reference

Board of Directors

The Board has a formal schedule of matters reserved for its decision including approval of the accounts and dividends, significant strategic decisions, Group budget, transactions and settlement of litigation over a certain amount, fundamental changes to the internal control system, the adoption of new employee incentivisation plans, and the delegation of authority to committees and individual directors.

Read the full schedule of matters reserved to the Board
(PDF document, 20KB)

Board Committees

The Board has established six standing Committees to which it has delegated certain duties and responsibilities as set out in their respective terms of reference (see below).

Title	Size
Audit Committee - Terms Of Reference	28KB
Executive Committee - Terms Of Reference	12KB
General Purposes Committee - Terms Of Reference	10KB
Nomination Committee - Terms Of Reference	20KB
Remuneration Committee - Terms Of Reference	20KB
Treasury Committee - Terms Of Reference	16KB

Articles of Association

The articles of association of a company govern its internal affairs. The articles may be altered, or completely new articles may be adopted, by special resolution of the shareholders in general meeting. Misys plc's articles were last amended in October 2002.