Members' Council, Board and Committees

The Members' Council is the name of the Board of Directors of PRS which focuses on the views of our members and strategy.

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The PRS for Music Limited Board sets the strategy for approval by the Members’ Council and supervises the operations of PRS for Music. This Board meets regularly throughout the year and is governed by its own Articles of Association.

The Board is made up of:

• Four publisher directors
• Four writer directors
• Four independent non-executive directors (including the Chair)
• An executive director (our CEO).

Members of the Board are appointed by the Members’ Council usually for a term of three years or to align with their term as Council Member, with a limit of three terms in total.The Board is supported by committees that are made up of director members from the Board and Council members from the Council and some of the committees have representation from the  MCPS Board. They meet regularly throughout the year.

At the end of each term members of the Board need to retire, but can put themselves forward for re-appointment. 

Independent Non-Executive Director and Chair

Writer Non-Executive Directors

Publisher Non-Executive Directors

Independent Non-Executive Directors

Observer

Executive Director

The Members’ Council  and the Board are supported by committees that are made up of members from the Board and the Council, and some committees have representation from the MCPS Board. The committees meet throughout the year and operate according to terms of reference and mandates that have been approved either by the Board for committees which report to the Board or the Council for those committees which report to the Council.

Committees reporting to the Council

Audit and Risk Committee

The Audit and Risk Committee is charged with overseeing matters including the company’s finances and financial controls, the integrity of financial statements, internal and external audit processes and findings, accounting policies and judgements, and management’s processes for identifying and controlling risks.

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Nominations Committee

The Nominations Committee advises the Members’ Council in respect of the appointment of the Chief Executive, appointment of and succession planning for independent non-executive directors to the Council and Board, appointment of writer and publisher Council members to the Board and appointment of the Chair of the Board.

The Committee advises the Board in respect of succession plans for the Chief Executive and senior management.

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Remuneration Committee

The Remuneration Committee advises the Members’ Council in respect of the remuneration package of the CEO, iNEDs and Council Members.

The Committee advises the Board in respect of the remuneration strategy for senior management and executive reward and incentive programmes and policies. Senior management roles are defined as those both reporting to the Chief Executive and forming part of the senior management team of the Company.

The Committee also oversees the overall remuneration of any other employee earning a base salary of £150,000 or more per annum.

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Committees reporting to the Board

Licensing Committee

The Licensing Committee reviews and directs overall licensing strategy and policy.

The work of the Committee is informed by the Licensing Commercial Advisory Group (LCAG).

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Distribution Committee

The Distribution Committee approves changes to agreed or existing distribution policy principles and the introduction of any new distribution policy precedents in relation to PRS, MCPS or joint revenue streams.

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Conflicts Committee

Provides guidance and recommendations in relation to specific conflict situations and advice on the application of PRS for Music’s Conflicts of Interest Policy.

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The Mechanical-Copyright Protection Society (MCPS) is owned by the Music Publishers Association (MPA). The MCPS Board consists of ten directors as follows:

• Six publisher directors, comprising three major publishers and three independent publishers, nominated by the members of the MPA and elected by the MPA Board
• One writer director who must be a member of MCPS, a full writer member of PRS, and who is nominated by The Ivors Academy
• Two external directors
• One executive director of MCPS

Non-Statutory Chair

Executive Director

Publisher Directors

Writer Director

External Directors