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Cadbury Annual Report & Accounts 2008

The Board

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At the date of this report, the Board has 9 members: the Chairman, two Executive Directors, and six Non-Executive Directors. All six Non-Executive Directors are deemed independent under the provisions of the Code. No individual or group of individuals dominates the Board’s decision-making. Collectively, the Non-Executive Directors bring a wide range of international experience and expertise as they all currently occupy or have occupied senior positions in industry and public life, and as such each contributes significant weight to Board decisions.

Changes to the Board since 1 January 2008

David Thompson Non-Executive Director Resigned 8 March 2008
Sir John Sunderland Chairman Resigned 21 July 2008
Ellen Marram Non-Executive Director Resigned 30 September 2008
Sanjiv Ahuja Non-Executive Director Resigned 30 September 2008
Baroness Hogg Non-Executive Director Appointed 24 October 2008
Colin Day Non-Executive Director Appointed 1 December 2008
Bob Stack Executive Director Resigned 31 December 2008
Ken Hanna Executive Director Will resign 3 April 2009
Andrew Bonfield Executive Director To be appointed 3 April 2009

Sir John Sunderland was succeeded as Chairman by Roger Carr on 21 July 2008. Biographies of each of the Directors as at the date of this report, can be found Governance page.

Length of Tenure of Non-Executive Directors
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Board of Cadbury plc's Current External Appointment by Category
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Board meetings and attendance: The attendance of the individual Directors at Board and Committee meetings during 2008 was as follows:

Cadbury Schweppes plc
Period covered: 1 January 2008–1 May 2008
Board MeetingsCommittee Meetings
Audit CSR NominationRemuneration
Number of meetings held during period 3 2 0 1 2
Sir John Sunderland 3/3 - - 1/1 -
Roger Carr 3/3 2/2 - 1/1 2/2
Todd Stitzer 3/3 - - - -
Ken Hanna 3/3 - - - -
Bob Stack 3/3 - - - -
Sanjiv Ahuja 3/3 - - 1/1 -
Dr Wolfgang Berndt 3/3 1/2 - - 2/2
Guy Elliott 3/3 2/2 - - -
Ellen Marram 3/3 - - - -
Lord Patten 3/3 - - 1/1 -
David Thompson 2/2 2/2 - - 1/1
Raymond Viault 2/3 1/2 - 1/1 2/2
Cadbury plc
Period covered: 2 May 2008-31 December 2008
Board MeetingsCommittee Meetings
Strategy Audit CSR Nomination Remuneration
Number of meetings held during period 5 1 2 2 2 3
Sir John Sunderland 1/1 - - 1/1 - -
Roger Carr 5/5 1/1 - - 2/2 3/3
Todd Stitzer 5/5 1/1 - 2/2 - -
Ken Hanna 5/5 1/1 - - - -
Bob Stack 5/5 1/1 - 2/2 - -
Sanjiv Ahuja 2/3 - - 1/1 - -
Dr Wolfgang Berndt 5/5 1/1 2/2 - - 3/3
Colin Day 1/1 - - - - -
Guy Elliott 5/5 1/1 2/2 - - -
Baroness Hogg 2/2 - - - - -
Ellen Marram 2/3 - - - - -
Lord Patten 5/5 1/1 - 2/2 2/2 -
Raymond Viault 5/5 1/1 2/2 - 2/2 2/3

Prior to 2 May 2008 when Cadbury plc became the ultimate parent company of the Cadbury Group by means of the Scheme of Arrangement, there were four additional board meetings held between 7 February 2008 (the date of incorporation of Cadbury plc) and 1 May 2008.

The two tables above show the number of meetings attended by the Director during the period against the number of meetings held during their Board/Committee membership.


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Todd Stitzer,
Chief Executive Officer, talks about our 2008 full year results

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