Innovation is one of the anchors of our values.
It ensures that we don’t stand still and allows us to partner and collaborate with peers and suppliers. This means we are constantly looking to improve our performance by thinking outside of the box and challenging traditional ways to approach every aspect of our business.
The drive to ensure high business performance gives the whole of the Ventient team the freedom to be innovative. People are empowered to come up with new ideas, and solutions bringing in their different backgrounds and experiences in different sectors and adding new dynamic perspectives to the business contributing to our sustainable growth. Because of our structure and the way in which we work we take a nimble and agile approach to developing partnerships and collaborating with our stakeholders to ensure mutual benefit and be a truly engaged and trusted partner. It’s the Ventient Way to Be.
Thinking outside the box
Engineering expertise and stakeholder collaboration
Lead Mechanical Engineer
Learn about an innovative partnership to improve the performance of wind turbine blades.
A chat with…
A series of conversations with our management team to explore more about the Ventient Way, how we do things and our future aspirations.
Chief Financial Officer
We caught up with Pablo to discuss the financial perspective of the company successful growth and what is the Ventient Way.
Borja Gari Munsuri
Head of Business Development
We caught up with Borja to find out about inorganic growth and what makes the Ventient approach to M&A successful.
As a large private company with entities across continental Europe, we have chosen to align our governance practices with The X Principles of Corporate Governance of the Luxembourg Stock Exchange (the LSE Principles).
- The Company shall adopt a clear and transparent corporate governance framework for which it shall provide adequate disclosure. Read more…
Ventient Energy is committed to the highest standards of corporate governance and has created a corporate governance charter to complement their legal and regulatory obligations. The primary purpose of the charter is to promote compliance (in letter and in spirit) with the good governance practices of the LSE Principles.
Through implementation of the charter, we aim to ensure that high standards are set for the business and its employees and officers, fostering a culture of performance, transparency and accountability. It is important to us that we promote a corporate culture based on ethical values and behaviours, and consistent with our objectives, strategy and business model – and that our board is connected to employees and clear about the purpose of the company, its values and its strategy.
Our corporate governance framework is described below and includes clear responsibilities for the board, its committees and delegated authority to the Executive Leadership Team (the ELT).
- The board shall be responsible for the management of the Company. As a collective body, it shall act in the corporate interest, and shall serve the Shareholder by ensuring the long-term success of the Company. They shall consider corporate social responsibility aspects and shall take into account the interests of all stakeholders in their deliberations. The Board shall regularly evaluate the way in which it operates and its relations with the management. Read more…
The Ventient board has clear terms of reference and delegates authority appropriately to committees and the ELT, while retaining responsibility for the management of the company. The company is wholly owned by a sole shareholder which, together with the board, is mindful of managing the long-term success of the company. For more information on how the board takes account of stakeholders in its deliberations, please refer to the s172 statement in our annual report and financial statements.
The board’s performance and relationship with management is reviewed annually.
We aim to maintain a healthy and transparent relationship with our stakeholders through the continuous monitoring of our stakeholder universe, their needs and interest in the business. Our stakeholder engagement plan ensures that direct communication channels are always open between Ventient and both internal and external stakeholders.
- The Board shall be composed of competent, honest, and qualified persons. The choice of those persons shall take account of the specific features of the company. The Board shall establish the special committees necessary for the proper execution of its remit. Read more…
We maintain a well-functioning, balanced board, led by a chairperson elected by the board members. The board is composed of expert professionals with the necessary up-to-date experience, skills and capabilities, particularly in relation to energy, finance, M&A, and governance. Board members should receive induction on joining the board and ongoing support to discharge their duties effectively. The board should undertake a periodic appraisal of its own performance and that of each individual member, updating their skills and knowledge as required. The majority of our appointed board members qualify as non-executive and independent.
For more detail, about the relevant experience, skills and personal qualities and capabilities that each board member brings, please see the biographies included at https://www.ventientenergy.com/about-us/. Advice is taken from independent advisors when appropriate.
The Ventient board meet as often as is required by the business, but no less frequently than once a quarter. The board may establish and maintain, from time to time, subcommittees composed of board members and / or external persons to which it may delegate powers and roles as appropriate. Each subcommittee will be governed by a binding charter approved by the board. Furthermore, business is delegated appropriately to the executive management team.
Ventient currently maintains the following board committees, which meet at least once in advance of each board meeting:
- Audit and Risk, to assist and advise the board on the integrity and effectiveness of Ventient’s financial reporting processes, accounting practices, systems of internal controls and risk identification and management, and regulatory and legal compliance;
- Investment and Financial Development, to assist and advise the board on the application of matters of governance, strategy and policy, as set at overall level by the Board in more detail in their respective area; and
- People, Remuneration and ESG, to assist and advise the board on the remuneration and other human resources policies, as well as the environmental, social and governance practices, of the Company.
The subcommittees have no executive power and are do not relieve the board or the Company’s executive directors of any responsibilities.
- The Company shall establish a formal procedure for the appointment of members of the Board. Read more…
The appointment or dismissal of any member of the board is a power reserved to our shareholder. The shareholder will determine the number of board members, their remuneration and their term of office.
- The directors must exercise the mandate with integrity and commitment. Each shall represent the Shareholder, and shall make decisions in the Company’s interest, and independently of any conflict of interest. Read more…
Being a responsible business means maintaining fair and effective business practices. We have implemented strong governance practices to ensure that our business is conducted to the highest standards of honesty and integrity while complying with all legal and regulatory requirements. Our Code of Ethics stipulates the minimum ethical standards of conduct we expect from our managers, employees, affiliates of the company as well as third party contractors providing services to the company. These standards include the following:
- ensure the health and safety of employees, contractors and guests;
- create and maintain a tolerant workplace free from discrimination and harassment;
- ensure a clean, safe and healthy environment in all practices;
- know and comply with all laws and regulations applicable to your position;
- ensure that all business transactions are properly authorized, that the books and records of the Company are complete and accurate and that the Company provides complete and accurate disclosure to its shareholders and government authorities;
- avoid situations in which personal interests conflict or appear to conflict with the interests of the Company;
- protect the confidentiality of non-public information concerning the Company and its customers, contractors and shareholders;
- not make promises, payments or authorise any gifts or anything of value on behalf of the Company, whether directly or indirectly, to government officials to obtain or retain business;
- comply with all applicable Company policies, including those that bar personal or corporate political contributions intended to influence investment decisions by pension funds; and
- exhibit personal behaviour, both inside and outside of the workplace, which is consistent with and reinforces a positive public image of the Company.
- The Board shall set up a body responsible for the effective executive management of its business. It shall clearly define the assignments and duties of the ELT and shall delegate to it the powers required for the proper discharge thereof. Read more…
Through the operation of our board and subcommittees, our objective is to maintain governance structures and processes that are fit for purpose and which support good decision-making and effective management. Powers reserved to the board (or to our shareholder) and those delegated to our management team are set out in a delegation of authority document approved by the board and reviewed on an annual basis. Our chair is responsible for leading the board and has no executive responsibilities.
For additional information on how we approach the management of our business, please refer to our annual report and financial statements.
- The Company shall establish a fair remuneration policy for its directors and the ELT that is compatible with the long-term interests of the company. Read more…
The remuneration of our board members is determined from time to time by our shareholder. Board members receive a fixed annual fee, plus re-imbursement of reasonable expenses against provision of invoices. There is no fee paid for being a member of any of the Committees.
Total compensation of the ELT is a mixture of fixed salary and variable performance-based awards. Total compensation should attract, retain and motivate the ELT. ELT total compensation is reviewed annually by the People, Remuneration and ESG committee and approved by the Board.
- The Board shall establish strict rules designed to protect the company’s interests in the areas of financial reporting, internal control and risk management. Read more…
Our Audit and Risk committee has been established to assist and advise the board on the integrity and effectiveness of our financial reporting processes, accounting practices, systems of internal controls and risk identification and management, and regulatory and legal compliance.
- The Company shall define its corporate social responsibility policy with respect, including to it those responsibilities related to social and environmental aspects. It shall set out the measures taken for its implementation of that policy and shall provide for these to be adequately published. Read more…
For information on how we approach and manage matters relating to CSR and ESG, please refer to our annual report and financial statements.
- The Company shall respect the rights of its shareholders and shall ensure that they receive equal treatment. The Company shall define a policy of active communication with its shareholders and shall establish a related structured set of practices. Read more…
As stated above we are wholly owned by a sole shareholder. We ensure that there is regular communication with our shareholder on all relevant matters. The chair is specifically in charge of shareholder relations, but all managers retain equal responsibility for managing the relationship.
Through our Whistleblowing procedure, Ventient Energy maintains a reporting hotline to report suspected unethical, illegal or unsafe behaviour. The reporting hotline can be accessed at wrs.expolink.co.uk/ventientenergy.
Ventient Energy’s group companies comply with standards equivalent to those set out in the policies.