1. The Female FTSE Board Report 2009 Norway and Spain join our Census to benchmark corporate boards By Dr Ruth Sealy, Professor Susan Vinnicombe OBE and Elena Doldor With contributions from Dr Celia de Anca and Dr Marit Hoel

2. Agenda 08.15 Dame Marjorie Scardino, CEO, Pearson 08.23 Rona Fairhead, CEO, Financial Times Group 08.30Maria Eagle MP Minister of State for Justice and Deputy Minister for Women & Equalities 08.45Professor Susan Vinnicombe and Dr Ruth Sealy Overview of the Female FTSE 2009 09.10Questions (Chaired by Rona Fairhead) Joining the panel will be: Dr Celia de Anca, Director, Center for Diversity in Global Management, IE Business School, Madrid and Dr Marit Hoel, CEO, Center for Corporate Diversity, Oslo 09.30Closing comments

3. Dame Majorie Scandino Chief Executive

4. Rona Fairhead Chief Executive

5. Marie Eagle MP Minister of State for Justice and Deputy Minister for Women and Equalities

6. Key sponsors

7. Supporting sponsors:

8. Dr. Celia de Anca Director Center for Diversity in Global Management IE Business School Madrid Spain Dr Marit Hoel CEO Center for Corporate Diversity Norway In collaboration with:

9. Female FTSE Index 2009 Female FTSE 10020092008 Female held directorships 131 (12.2%) 131 (11.7%) Female Executive directorships 17 (5.2%) 17 (4.8%) Female NEDs 114 (15.2%) 114 (14.9%) Women holding directorships 113

10. Banking Sector Year No. of banks in FTSE 100 No of banks with female directors Total no. female directors in banks Percentage female directors in banks 2004 881612.8% 2009 5379.3% David Walker who is currently carrying out a review of corporate Governance for the Treasury, was recently quoted as saying: “Boards aren’t golf-club committees, they are challenging environments. The climate – the culture – has to change materially. Challenging the Board environment, rocking the boat, is very important.”

11. Female FTSE Index 2009 Female FTSE 10020092008 Companies with female executive directors 1516 Companies with at least one female director 7517 Companies with multiple female directors 3739 Companies with no female directors 2522

12. Composition of Boards 2009 FTSE 100 Boards20092008 Total FTSE 100 NEDs 748763 Total FTSE 100 Executive Directorships 330353 Total FTSE 100 Directorships 10781116

13. Multiple Directorships FTSE 100 Boards Total Directors 1 Seat2 Seats3 Seats4 Seats Male Directors 833 88.4% (736) 9.8% (82) 1.6% (13) 0.2% (2) Female Directors 113 87.6% (99) 8.8% (10) 3.5% (4) 0

14. New Appointments Female FTSE 10020092008 New female appointments 2316 New male appointments 133 Total new appointments 156149 Female % of new appointments 14.7%11%

15. New women on FTSE 100 Boards Euleen Goh (Singapore) Jacqueline Tammenoms Bakker(Netherlands) Ambassador Janice Obuchowski (USA) Betsy de Haas Holden (USA) Peggy Bruzelius(Sweden) Professor, Dr. Louise Fresco(Netherlands) Ann Marie Fudge(Netherlands) Sheelagh Whittaker(Canada) Anne Quinn(New Zealand) Dambisa Moyo(Zambia) Julia Wilson(UK) Zaure Zaurbekova(Kazakhstan) Inès Reinmann Evelyn Bourke(Ireland).

16. Executive Committee Members by Gender Executive Committee Members 2009 Female 2008 Female Executive Directors 17 (4.8%) Senior Executives 175 (18.1%) 139 (13.0%

17. FTSE 250 Companies and Female Directors At September 2009FTSE 100FTSE 250 Female-held directorships 131 (12.2%) 145 (7.3%) Female executive directorships 17 (5.2%) 25 (3.8%) Female non-executive directorships 114 (15.24%) 120 (9.0%)

18. 175 women on FTSE 100 Executive committees Pipeline to FTSE 100 Boards 1692 women on other FTSE listed boards and senior teams 414 women FTSE 250 Boards and Exec Committees

19. Women Board Directors in the Nordic 500 in 2004 & 2008 2008 Country No. of Female Board Directors Total Number Directors % age Females Norway22973231.3% Sweden339155021.9% Finland11467816.8% Denmark10989312.5% TOTAL792386020.5%

20. Female Norway Top 100 2009 AS Companies ASA (quota) Companies Female-held directorships 136 (26.9%) 327 (30.5%) Female Chairs 7 (10.8%) 2 (5.7%) Female executive directorships 93 (17.2%) 41 (16.6%) Companies with women on Executive Board 47 (72.3%) 25 (71.4%) Companies with no women on Executive Board 18 (27.7%) 110 (28.6%)

21. The 2007 Conthe Code “When the number of female Board members is small or zero, the Board needs to explain the reasons why, as well as the initiatives undertaken to correct such situation and, in particular, that the Nomination Committee will provide that, when incorporating new Board members: (a) The selection process does not have any bias that may hinder the nomination of women board members; (b) The company is deliberately looking for, and will include as potential candidates, women that may fulfil the required profile (Unified Good Governance Code, 2006, p 18.)”

22. Equality Law, 2007 According to Article 75 “Companies … will endeavour to include a sufficient number of women on their Boards of Directors to reach a balanced presence of women and men within eight years of the entry into effect of this act”, Balanced presence being defined by the law as 40/60 of either sex.

23. Female Directors Evolution in Spain 2006 - 2008 Most Liquid Spanish Listed Companies 20062008 Female-held directorship 86 (6.2%) 111 (7.6%) Companies with female executive directors 11 (8.7%) 6 (4.6%) Companies with multiple female directors 11 (8.7%) 25 (19.2%) Companies with at least one female director 60 (40.2%) 72 (55.4%) Companies with no female directors 67 (52.8%) 58 (44.6%)

24. Female Directors in Spanish IBEX Companies 2006 - 2009 IBEX35 Spanish Listed Companies20062009 Companies with at least one female director 19 (54.3%) 26 (74%) Total number of female directors 26 (5.2%) 48 (9.5%) Female executive directorships4 2 (2.4%)

25. Using the “comply or explain” principle, companies with a lower proportion would have to explain if they proposed to fill a vacancy with a man. Chairmen of companies with all-male boards – a quarter of the FTSE 100 – should explain in the annual report why they think this is acceptable.

26. Questions