Michael Redmond

Michael Redmond

Non-Executive Chairman

Dear Shareholder

On behalf of the Board I am pleased to present Dechra's Corporate Governance Report for the year ended 30 June 2016.

Managing Governance

The Board recognises that excellence in corporate governance is essential in order to generate and protect value for our investors. Our governance structure is designed to maintain effective control and oversight of our business whilst at the same time promoting the entrepreneurial spirit that has underpinned Dechra's success to date.

In our Corporate Governance Report we aim to provide a clear and meaningful explanation of how the Board leads the Group and discharges its governance duties, including how we apply the provisions of the UK Corporate Governance Code (the Code).


We have a strong and balanced Board with a range of complementary skills to support the strategic and operational direction of the Group. There were several changes to the composition of the Board during the past year. Chris Richards stood down in April 2016, after almost six years as a Non-Executive Director and as the Company's Remuneration Committee Chairman. Ishbel Macpherson was appointed as the Remuneration Committee Chairman on Chris Richards' departure. Anne-Francoise Nesmes stood down in July 2016, after more than three years' service to the Company as the Chief Financial Officer. As announced on 17 August 2016, we are delighted to confirm that Richard Cotton has been appointed as her replacement and he is expected to join the Board in January 2017. We wish Chris and Anne-Francoise well for the future and thank them for their extensive contribution to the Board and the Group.

We also welcomed Tony Rice to the Board as an independent Non-Executive Director. Tony's biographical details can be found in the Board of Directors. As you will be aware, I will be standing down as Chairman in October 2016 following our Annual General Meeting and, subject to his election as a Director of the Company at that meeting, Tony will replace me as the Chairman. With his wealth of experience, Tony is the ideal person to work with the management team on the next phase of the Group's development.

Board Effectiveness

As Chairman, I am responsible for the leadership of the Board and ensuring its effectiveness in all aspects of its role. During the 2016 financial year we undertook an internal evaluation of the Board, its committees and individual Directors. I am delighted to report that the overall outcome from the evaluation was that the Board and its individual Directors are performing effectively, and that the Board is well supported and presents an open forum for debate. The findings from this evaluation are found in the Corporate Governance section.


We are now required by the Code to include an assessment of the viability of the Company. This is covered in the Corporate Governance section.

Relations with Shareholders

The Annual General Meeting will be held in London on 21 October 2016 and I would like to invite our shareholders to attend. It will provide you with an opportunity to meet the Board and ask any questions that you may have in respect of the Group's activities.

Finally, should you have any questions in relation to the report, please feel free to contact me or the Company Secretary.

Michael Redmond

Non-Executive Chairman

5 September 2016