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MiliOncology scientistPhiladelphia, USA
Annual Governance Meeting17 December 2019
Agenda
3
1. Welcome and Introductions
2. Chairman’s Report
3. Committee Reports
− Audit & Risk Committee − Remuneration Committee − Corporate Responsibility Committee and Trust − Science Committee
4. Senior Independent Director’s Report
5. Questions
6. Discussion over tea and refreshments
Strictly private and confidential
Board
4
Jonathan SymondsChairman
Emma WalmsleyCEO
Iain MackayCFO
Dr Hal BarronCSO
Vindi BangaSenior Independent Director
Dr Laurie Glimcher Scientific & Medical Expert
Lynn ElsenhansCorporate Responsibility Committee Chair
Judy LewentAudit & Risk Committee Chair & Financial Expert
Urs RohnerRemuneration Committee Chair
Jesse GoodmanScience Committee Chair Scientific & Medical Expert
Dr Vivienne CoxWorkforce Engagement Director
Strictly private and confidential
Board Tenure, Skills & Diversity
5
91%100%
91%82%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
Global US Europe EMAP
% w
ith e
xper
ienc
e
Geographic Region
I n t e rnat iona l Ex p e r ien ce
0123456789
10
Year
(s) o
f Ser
vice
Tenure in years
55%45%
Pharma Experience
55%45%
Gender Diversity
International Experience
Previous Pharma experience
No previous Pharma experience
Female
Male
Executive Director
Non-Executive Director
Strictly private and confidential
Chairman’s Report
− Why GSK?
− Induction, Shareholder Meetings & Initial Impressions of GSK
− Audit & Risk Committee Succession
− External Board Review
− Board Governance Architecture ahead of Separation
− Update on behalf of the Workforce Engagement Director (WED)
− R&D: Pennsylvania, US− Vaccines: Wavre, Belgium− Consumer Healthcare: New Jersey, US
Jonathan Symonds - Chairman
6Strictly private and confidential
Audit & Risk Committee
– Financial Reporting & Significant Issues
– Effectiveness of our new Auditor & Implications of Audit Reform
– Changes to our Sales Force Incentive Programme
– Performance and Trust Priorities
– Oversight of Transactions:• Tesaro• Consumer Healthcare Joint Venture with Pfizer
– Internal Controls, Risk Management & Enterprise Risks
– Cyber Security
Key aspects of the Committee’s work this year:
7Strictly private and confidential
Remuneration CommitteeKey aspects of the Committee’s work this year:
– 2020 Review of Remuneration policy– Alignment of LTI measures to delivery of Innovation priority
– CEO Remuneration
– Pension arrangements
– Malus & Clawback provisions expanded
– Loss of office payments policy
– Wider workforce pay
8Strictly private and confidential
Corporate Responsibility Committee & Trust
– Sustainable approach to access and affordability
– US pricing
– Science-led, focused global health strategy
– Healthcare Professional (HCP) Engagement and Sales Force Incentives
– Environment
– Modern Employer
– Stakeholder & ESG Insights
Key aspects of the Committee’s work this year:
9Strictly private and confidential
Science Committee
– R&D ‘Science x Technology x Culture’ Update
– R&D Pipeline Update
– Reviews of:– Research– Development: Oncology & Non-Oncology– Vaccines
– R&D Transformation
– Business Development and Strategic Partnerships
Key aspects of the Committee’s work this year:
10Strictly private and confidential
Senior Independent Director’s Report
– Chairman succession process
– Perspectives on Board Dynamics
– Role and contribution of Non Executive Directors
Vindi Banga
11Strictly private and confidential
Questions