We share the UK Government’s view that good governance helps companies to take better decisions, for their own long-term benefit and that of the UK economy overall. We also support the changes made in the updated Corporate Governance Code, which encourage boards to focus on their purpose and culture, and to demonstrably respond to society’s demand that they consider the needs and expectations of their stakeholders. Although this is the first year of reporting against the new Corporate Governance Code, we incorporated many of its new requirements into our business activities in the previous year and we are already realising the benefits of early implementation – for example through the articulation and communication of our purpose, and the opportunity to reinforce the importance of our culture across our stakeholder base.

Our governance approach, which has not changed since the flotation of the Company in 2006, is summarised below:

  • We believe that good governance – in our words ‘doing things properly’ – leads to stronger value creation and lowers risks for shareholders and stakeholders.
  • It is the Board’s responsibility to instil and maintain a culture of openness, integrity and transparency throughout the business, through our policies, communications and by the way in which we act.
  • We always intend to comply with the prevailing principles of good governance and code of best practice honestly, simply, transparently and with integrity.
  • We are pragmatic in our approach and apply corporate governance guidelines in a way that is beneficial to our business, helpful to our customers, consistent with our culture and true to our shared values.
  • If we decide that the interests of the Company can be better served by doing things in a different way, we will take a pragmatic approach and explain the reasons why.
  • Our Board members believe it is more important to focus on what is right for Dunelm than be in the spotlight; we are prepared to live with our decisions for the long term and we care about and listen to our stakeholders.

Board role and composition


  • Group strategy, including our purpose, outcomes and strategy.
  • Covid-19 strategic response.
  • Budget and future financial plan.
  • Competitor reviews.
  • Product strategy.
  • Data strategy.
  • Logistics strategy.
  • Capital and dividend policy.
  • Tax strategy.


  • Board succession.
  • Board independence, composition and diversity.
  • Investor feedback via advisers.
  • AGM voting and feedback.
  • Corporate governance reform.
  • Stakeholder engagement.
  • National Colleague Voice presentation.
  • Covid-19 crisis response plan.
  • Climate change and sustainability.
  • Gender pay statement.
  • Culture.
  • Health and safety.
  • Ethical sourcing and modern slavery.
  • Cyber security and data protection.


  • Customer insight.
  • Replatform and business change.
  • Post replatform IT development plan.
  • People strategy, colleague engagement and succession planning.
  • Customer proposition development.
  • Impact of Brexit.