(Adopted by the Board on 16 May 2017)


The Diversity Policy (the “Policy”) sets out the approach to diversity on the Board of Directors (the “Board”) of Sophos Group Plc (the “Company”) and within the Senior Management Team and Quarterly Business Review who sit immediately below the Board, and their direct reports (together the “Senior Leadership population”).


The Board acknowledges the benefits of greater diversity, including gender and ethnicity and remains committed to ensuring that the Company’s Board and Senior Leadership population bring a wide range of skills, knowledge, experience, backgrounds and perspectives.
It is the Board’s intention to be mindful of the recommendations of the Davies and Hampton-Alexander reviews on Women on Boards and FTSE Women leaders, respectively when considering the composition of the Board and Senior Leadership population; however, all appointments will be made on merit against objective criteria, in the context of the overall balance of skills and backgrounds that the Board and the Senior Leadership population needs to maintain in order to remain effective.


The Board does not feel that it would be appropriate to set absolute targets as all appointments must be made on merit. However, it would take into consideration the recommendations of the Hampton-Alexander review for female representation on the Board of at least one third by 2020, and for recruitment and promotion to the Senior Leadership population to reflect this.

Gender, ethnicity and diversity generally will be taken into consideration when evaluating the skills, knowledge and experience desirable to fill each vacancy on the Board and within the Senior Leadership population.

The Board has established the following measurable objectives for achieving diversity on the Board:

  • All Board appointments will be made on merit, in the context of the skills, knowledge and experience that are needed for the Board to be effective.
  • Ensure long lists of potential Non-Executive Directors include diverse candidates of appropriate merit.
  • Encourage the emergence of female candidates and candidates of diverse backgrounds among the Senior Leadership population talent pool.
  • Only engage executive search firms who have signed up to the voluntary Code of Conduct on gender diversity and best practice.


The Board will review the Policy and progress made against it annually and report on this in the Annual Report and Accounts.
The Board will also report annually on the outcome of the Board evaluation, the composition and structure of the Board as well as any issues and challenges the Board is facing when considering the diverse make-up of the of the Board.