The company is a wholly owned subsidiary of Tapestry, Inc. a company listed on the New York Stock Exchange under ticker 'TPR.' Tapestry is a leading New York-based house of modern luxury accessories and lifestyle brands. Tapestry is powered by optimism, innovation and inclusivity.
The Tapestry Board oversees the management of Tapestry Group's business, including, but not limited to, setting strategic priorities, assessing major risks facing the company and reviewing options for mitigating these risks and, along with the support of its committees, overseeing the compensation programs and policies.
Under section 172(1) of the Companies Act 2006 ("section 172"), the directors are required to act in a way that they consider, in good faith, would most likely promote the success of the company. This success must be for the benefit of the company's shareholder but also for all other stakeholders. The directors of the company are also members of Tapestry's Executive Committee and are heavily involved in the development and execution of the Tapestry Group's strategy and purpose. The directors are able to assess and, where necessary, challenge the appropriateness of the strategy for the company - they act in the best interest of the company notwithstanding their role in the Group. The directors are able to ensure decisions taken by the company are consistent with the Group's overall strategy and purpose. The company believes that the Board's leadership structure provides appropriate oversight of the company's activities.
The requirement for the directors to demonstrate that their actions were in good faith and would most likely promote the success of the company could not have been more pertinent than during the COVID-19 pandemic. The company was, and continues to be, focused on driving meaningful positive change for the betterment of its business partners, and communities, and for a safe and sustainable planet. Tapestry has implemented its Acceleration Program to transform the Group into a more consumer centric organization that is more agile and data-driven with a digital-first mindset. Tapestry believes these initiatives will create stronger connections with its customers, fueling accelerated growth and profitability for Tapestry and each of its brands. The Acceleration Program is expected to be substantially complete by the end of fiscal 2022. More details on the Acceleration Program can be found at www.tapestry.com/investors. This demonstrates how seriously the directors takes their responsibilities under section 172.
The company is a holding company and does not have any customers, employees and suppliers.
Typically in large companies, the Directors fulfil their duties partly through a governance framework that delegates day-to-day decision making to the employees of the company. The Board recognizes that such delegation needs to be part of a robust governance structure, which covers our values, how we engage with our stakeholders and how the Board assures itself that the governance structure and systems of controls continue to be robust. Accordingly, the Tapestry Board expects the company's directors, as well as officers and employees, to act ethically at all times and to acknowledge their adherence to the Group's Code of Conduct and the policies comprising the Group's Global Business Integrity Program. The Global Business Integrity Program consists of the five published documents described below. Copies of these documents can be found at www.tapestry.com/investors
These principles and philosophies that govern our operations and businesses are based not only on laws and regulations but are also founded on dignity and respect for the individual, a strong commitment to common sense, fairness, diversity, and ethical business practices and policies. In order to monitor the adherence to these principles, we created a Global Business Standards Committee comprised of senior executives. We also have an Ethics and Compliance Reporting System on which employees and others can report issues with and deviations from our principles and philosophies. We are committed to the promulgation, application, and continued development of these principles at each location where we operate.
As a member of the Tapestry Group, parent company and other members of the Group are also stakeholders of the company (more about the Group's commitments to its stakeholders can be found at www.tapestry.com/responsibility.) The directors' regard to the need to cultivate business relationships with its stakeholders is detailed in the Strategic Report (above).
This statement can also be found in the Company's audited financial statements for the
period ended 2 July 2022