## How often does the Board meet? 

There were eight full meetings of the Board during 2012. Details of Directors’ attendance at those meetings are set out in the table on page 51. Each year additional meetings to consider specific matters are held when and if required. 

## How are Board agendas determined? 

The Chairman sets the agenda for each meeting, in consultation with the Chief Executive and Company Secretary. Board agendas typically cover items set out in the table to the right. 

The non-executive Directors generally meet before or after each Board meeting without executives being present. 

## Are the Directors subject to securities dealing policies or codes? 

Details of the CRH shares held by Directors are set out on page 67. CRH has a policy on dealings in securities that applies to all Directors and senior management. Under the policy, Directors are required to obtain clearance from the Chairman and Chief Executive before dealing in CRH securities. Directors and senior management are prohibited from dealing in CRH securities during designated periods and at any time that the individual is in possession of inside information (as defined in the Market Abuse (Directive 2003/6/EC) Regulations 2005). The policy adopts the terms of the Model Code, as set out in the Listing Rules published by the UK Listing Authority (which has been amended in relation to Irish company law and taxation references). 

## What are the Committees of the Board? 

The Board has established five permanent Committees to assist in the execution of its responsibilities. These are the Acquisitions Committee , the Audit Committee , the  Finance Committee , the Nomination and Corporate Governance Committee  and the Remuneration Committee . Ad hoc committees are formed from time to time to deal with specific matters. 

Each of the permanent Committees has terms of reference, under which authority is delegated to them by the Board. The Chairman of each Committee reports to the Board on its deliberations and minutes of all Committee meetings are circulated to all Directors. 

The current membership of each Committee and each member’s length of service is set out on page 37. Attendance at meetings held in 2012 is set out in the table on page 51. 

Chairmen of the Committees attend the Annual General Meeting and are available to answer questions from shareholders. 

## Typical Board Agenda Items 

## Recurring items on each agenda: 

– Minutes 

– Board matters (including Board Committee updates) 

– Trading results and cost saving initiatives 

– Acquisitions 

## Periodic agenda items during the year: 

– Full-year/Interim financial results and reports 

– Group budget 

– Group strategy and Divisional strategy updates 

– Performance review of acquisitions against the original Board proposal following three years of Group ownership 

– Human resources and succession planning 

– Risk management and internal controls 

– Compliance and ethics 

– Health and safety review, with a particular focus on the Group’s fatality elimination programme 

– Environmental review 

– Investor interaction and feedback 

