The Board’s prime objective is the sustainable enhancement of business performance and shareholder value. It is responsible for determining all major policies, ensuring that effective strategies and management are in place, assessing performance of Signet Jewelers Limited (“Signet” or the “Company” and collectively with its subsidiaries and affiliated entities, the “Group”) and its senior management, reviewing the systems of internal control and setting. The Board is currently comprised of ten members. The Board delegates the day-to-day management of the Company to the Chief Executive Officer and other senior executives of the Company and provides oversight of management.
The Board also seeks to present to shareholders, potential investors and other interested parties a balanced and coherent assessment of the Company’s strategy, financial position and prospects. Board members are expected to attend Board meetings and review materials relating to those meetings in advance.

The Board Diversity Policy sets out the approach of the Board of Directors of Signet Jewelers Limited, to diversity of Directors on the Board. The Policy applies to the Board and forms the basis of similar policies that relate to employees of the US and UK divisions.

This Code of Ethics is applicable to the Chairman, the Independent Directors, the Chief Executive Officer, the Chief Financial Officer and other senior officers of Signet. The Company has also adopted a Code of Conduct that applies to directors, officers and employees of the Company. Those that are subject to this Code of Ethics are also subject to the Code of Conduct. In adopting both this Code of Ethics and the Code of Conduct, the Company has recognized the vital importance to the Company of conducting its business subject to high ethical standards and in full compliance with all applicable laws and, even where not required by law, with integrity and honesty.

The Memorandum of Association of the Company provides that the objects for which the Company is formed and incorporated are unrestricted. The Memorandum of Association does not contain any limitations on the rights to own securities or exercise voting rights on the securities. The Bye-laws govern the relationship between the Company and its shareholders.