As a listed investment company, NextEnergy Solar Fund benefits from enhanced governance and policies from both its independent board and the board of its investment manager, NextEnergy Capital.
The Board provides oversight and strict governance to all activities across the fund, whilst the NEC Leadership Team reviews the policy used for day-to-day activities regularly to ensure they are fit for purpose. The Board have recently announced a new NESF ESG Committee, which comprises of ESG experts across both the independent board and NEC, which is responsible for reviewing and signing off changes to the NESF Policies.
Strong corporate governance gives the Company’s shareholders and other key stakeholders confidence in the Company’s trustworthiness, fairness and transparency. The practice of good governance is, therefore, an integral part of the way the Board of Directors manage the Company and plays an important role in shaping the Company’s long-term sustainable success and achieving our strategic objectives.
Appointments to the Board are made on merit, having due regard to the benefits of diversity in its widest sense (including gender, age, social and ethnic backgrounds and cognitive and personal skills, experience and strengths) and with the objective of ensuring that the Board and its Committees have the skills, experience and knowledge necessary to bring a wide range of perspectives and to discharge their responsibilities effectively. The priority when making new appointments is to identify the candidate with the best range of skills, experience and knowledge to complement those of the existing Directors.
As at 1 January 2024 the Board comprised 2 men and 3 women, all Non-Executive Directors who are considered to be independent of the Investment Manager and free from any business or other relationship that could materially interfere with the exercise of their independent judgement. Currently, the Chairmanship, Management and Engagement Committee, and Environmental, Social & Governance Committee are chaired by women. The Board are cognisant that it does not currently have ethnic representation, contrary to the new FCA diversity guidelines, and this will be a key focus during future succession planning.
Patrick Firth is the appointed Chair of the Audit Committee.
The Audit Committee aims to serve the interests of the Company’s shareholders and other stakeholders through its independent oversight of the Company’s financial reporting process, its systems of internal controls and effective management of risk and the appointment and ongoing review of the independence and quality of the work of the Company’s external auditor.
• To oversee the quality of financial reporting;
• To review and monitor the risks the Company is exposed to, its risk appetite and the effectiveness of its risk management framework;
• To review the effectiveness of the external audit process and independence of the external auditor.
Vic Holmes is the appointed Chair of the Remuneration and Nominations Committee.
The Committee deals with both remuneration-related matters and nominations.
• To keep under review the Directors remuneration policy;
• To review and evaluate regularly the Board’s composition and succession planning and lead the process for new Board appointments;
• To lead the annual evaluation of the Board and Committees.
Joanne Peacegood is the appointed Chair of the Management Engagement Committee.
• To evaluate, at least annually, the performance and continuing appointment of the Investment Manager and other key service providers and advisers.
The ESG Committee was formed in October 2022, with Josephine Bush appointed Chair.
• To provide strategic advice to the Board on ESG matters Support and challenge NEC with respect to ESG matters including investment, divestment and asset management activities.