Item List : "Non-executive directors"

51. Letter, dated 1 July 1992, from AR Threadgold, POSTEL.

Comments on separation of roles of Chairman and Chief Executive, independent non-executive directors and directors service contracts and the independence of auditors.

52. Letter, dated 2 July 1992, from JJLG Sheffield, Norcros.

Comments on potential for two-tier boards, non-executive directors entitlement to take independent professional advice, internal control systems and going concern.

53. Letter, dated 3 July 1992, from AC Bryant, Bryant Group.

Comments on non-executive directors vs directors and audit committees.

54. Letter, 8 July 1992, from DEF Green.

Comments on independence of auditors, audit committees and non-executive directors.

55. Letter, 8 July 1992 from AG Biggart.

Comments on involvement of non-executive directors in strategic direction of companies.

56. Letter, 10 July 1992, from Anthony Habgood, Bunzl.

Comments on implications of widening the pool for non-executive directors, audit committees and accounting standards, different board structures.

57. Letter, 10 July 1992, from CM Stuart.

Comments on non-executive directors roles, internal control systems, the role of auditors.

58. Letter, 13 July 1992, from Sir George Russell, Marley plc.

Comments on differentiation between executive and non-executive directors, access to independent advice, and communication with shareholders.

59. Letter, 14 July 1992, from JBH Jackson.

Comments from his perspective of 'professional chairman' and strongly in favour of unitary boards.

60. Letter, dated 14 July 1992, to the Editor of the International Financial Law Review.

Letter refutes the claim that non-executive directors should only hold one such directorship.

61. Letter, dated 14 July 1992, to the Editor of the Sunday Telegraph, from Sir Adrian Cadbury.

Letter refutes the claim that non-executive directors should only hold one such directorship.

62. Letter, 15 July 1992, from Sir Colin Southgate, Thorn EMI plc.

Comments on the tone which suggests no director is to be trusted only non-executive directors.

63. Letter, 15 July 1992, from Sir Colin Corness, Redland plc.

Comments on position of auditors, potential to create two-tier boards, number of non-executive appointments and on the Code of Best Practice. Includes original and photocopy.

64. Letter, 16 July 1992, from Financial Reporting Council with submissions for other organisations, Paul Girolami (ICAEW), Rowen Mills Associates, Delta plc, Sears plc

Financial Reporting Council comments on the draft report and includes 2 commenting letters and earlier ones. It also makes suggestions on how to alter the text while commenting on the auditors role, non-audit fees of the auditor.

65. Extract from IFMA Update, 16 July 1992.

Comments that the Code of Best Practice may not be practicable for small companies and there is too clear a distinction between executive and non-executive directors.

66. Letter, 16 July 1992, from Gary Allen, IMI plc.

Comments on responsibilities of directors and potential for two-tier boards, non-executive directors, access to independent advice and the role of the auditors.

67. Letter, 17 July 1992, from New Bridge Street Consultants and comments.

Comments on the calibre of non-executive directors, their remuneration and selection, the role of the board, committees of the board, independent advice and auditing.

68. Letter, 20 July 1992, from the General Electric Company, plc.

Comments on non-executive directors and the effectiveness of the board, audit committess, expanded disclosure in interim results and changing auditors.

69. CBI response to the Cadbury Committee draft report on the financial aspects of corporate governance, PC 27 92, 20 July 1992.

Comments in detail on sections of the draft report, approving the self regulation approach, questioning statements of compliance requirement, commenting on the role of non-executive directors, remuneration, auditing and shareholders' role.

70. Letter, 20 July 1992, from Institute of Business Ethics.

Comments on responsible leadership by boards and their remuneration, independence of non-executive directors.

71. Letter, 20 July 1992, from Andrew Robb, Pilkingon plc.

Comments on potential two-tier boards, non-executive directors, auditing.

72. Letter, 21 July 1992, from Paul Girolami, Glaxo.

Comments on directors and non-executive directors roles, auditors and Code of Best Practice.

73. Letter, dated 21 July 1992, from the Foreign and Colonial Investment Trust PLC.

Comments on 'going concern', and number of non-executive directorships.

74. Letter, dated 23 July 1992, and paper to a meeting ' The Stock Exchange and its customers in the 1990s', Glasgow 28 May 1992 and various newspaper articles.

Comments on the issue of independence of non-executive directors.

75. Comments, dated 24 July 1992, from Catherine Gowthorpe, Lancashire Polytechnic Business School.

Comments at length on non-executive directors - the qualities required, their financial interests and selection. Also includes comments on the board and in detail on aspects of auditing.

76. Letter, dated 28 July 1992, from Serious Fraud Office.

Comments on auditors' statutory protection and the role of non-executive directors.

77. Letter, dated 28 July 1992, from Grant Thornton.

Comments on implementation by self-regulation vs legislation, applicability to smaller companies, non-executive directors and going concern.

78. Letter, dated 28 July 1992, from McKenna & Co.

Letter covers enforcement of the code, the role of non-executive directors, separation of the roles of Chief Executive and Chairman, shareholders' role and that of the auditors with respect to fraud.

79. Letter, dated 29 July 1992, from Ewen Macpherson, 3i and findings from ukplc concerning the draft report.

Comments on board of directors, non-executive directors, audit committees, reporting and the involvement of shareholders.

80. Letter, dated 29 July 1992, from JC Kay, Gaskell plc and comments on the draft report.

Comments on alternative accounting treatments, application to smaller companies and non-executive directors.

81. Letter, dated 29 July 1992, from JNC James, Grosvenor Estate Holdings.

Comments on non-executive directors access to independent financial advice.

82. Letter, dated 30 July 1992, from Lord Toombes of Brailes with further comments.

Rolls-Royce's comments on potential differences of responsibilities between non-executive and executive directors.

83. Letter, dated 30 July 1992, from Mark Gifford-Gifford, Centre for Management Studies, University of Exeter.

Comments on the Terms of Reference and standards of practice in unlisted companies,in addition to specific points.

84. Letter, dated 31 July 1992, from Neville Russell, accountants, and which includes comments on the draft report.

Comments on potential difficulties with a voluntary code and its review, for smaller companies, emphasis on non-executive directors and goes on to specific points.

85. Letter, dated 5 August 1992, from MN Karmel, British Bankers' Association.

Comments on independence of non-executive directors. This seems to be intended to be an addition to comments sent in July 1992, but not traced.

86. Letter from Financial Reporting Council, dated 6 August 1992, and extract re non-executive director, and Arthur Andersen's Audit committees for the 1990s

Covers the role of institutional shareholders, auditors and non-executive directors.

87. Letters, dated 28 August 1992 from Sandy Easterbrook of Mallesons Stephen Jacques and accompanying paper on the issues of the AWA case.

Includes a detailed paper on the implications of an Australian judgement regarding auditor negligence and the duties and responsibilities of the board of directors, including non-executive directors.

88. Meeting on 17 September 1992, Committee's conclusions on proposed revision to draft report.

Covers all sections of the report with suggested replacement wording.

89. Correspondence between the Committee and AJ Michie, Lloyds Bank, and also Hambros plc, most recent dated 25 September 1992.

Proposed wording defining 'independent' non-executive directors.

90. Correspondence, dated 18 November 1992 between Sir Adrian Cadbury and PVS Manduca and HM Priestly, both of the Association of Investment Trusts.

Comments on the high proportion of non-executive directors in investment trusts and includes a draft guidelines about non-executive directors of investment trusts. Relevance of the code to investment trusts

91. Extract from Country Casuals Annual reports 1992/3.

Extract outlines the role of non-executive directors and committees within the board of directors.

92. Letter, dated 23 August 1993, from Paul Richards, Institute of Investment Management and Research.

Letter comments on the confusion between executive/non-executive directors, their independence and how that is counted if they are also Chairman.

93. Letter, dated 1 October 1993, from Sir Timothy Harford.

Letter asks for Sir Adrian's help to lobby for consistent tax treatment of D & O insurance policies (applies to non-executive directors).

94. Letter, dated 31 December 1993, from JJ Goodman, Guarantee Equity & Management.

Concentrates on the experiences, including exposure to legal actions, of non-executive directors.

95. Letter, dated 21 April 1994, from Sir Ron Dearing, chairman of Camelot.

Seeks clarification about the number of independent non-executive directors.

96. Letter to Sir Adrian Cadbury from Gina Cole about companies' compliance with the Code, 22 April 1994.

Refers to compliance with the code by NatWest, Camelot, Rentokil. Relevant pages were not attached.

97. Letter, dated 20 May 1994, from Paul Hague, Business & Market Research, and report of survey of non-executive directors.

Summarises the findings of a survey of opinion about the role of non-executive directors in improving corporate governance.

98. Two letters from Gina Cole and correspondence from other parties forwarded by her, July, August 1994.

Informs Sir Adrian of requests to speak, attend dinners or meetings in connection with the Code and seeking his comments on disclosure of directors stock options.

99. Letter from [Owen Green], dated 28 March 1995.

Letter apologises for a comment about the Cadbury proposals and makes a suggestion for the future.

100. Press briefing 24 May 1995, question and answer brief for the Chairman.

The document gives answers to expected questions ranging from Stock Exchange listing rules, Greenbury committee, successor body, research, compliance with the code of best practice, non-executive directors.