Richie Boucher
About Richie Boucher
Richie Boucher is Independent Chair of the Board and a non‑management director at CRH, serving as Board Chair since January 2020 and on the Board since March 2018. He is 66 years old, with a background as CEO of Bank of Ireland (Feb 2009–Oct 2017) and senior roles at Royal Bank of Scotland and Ulster Bank; he also served as President of the Institute of Banking in Ireland and the Irish Banking Federation, and holds a BA in Economics from Trinity College Dublin . He is designated independent and currently chairs the Nomination & Corporate Governance Committee and the Acquisitions, Divestments & Finance Committee, and serves on the Compensation and Safety, Environment & Social Responsibility Committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bank of Ireland | Chief Executive Officer | Feb 2009 – Oct 2017 | Led transformation and strategic growth post-crisis |
| Royal Bank of Scotland | Senior management positions | Not disclosed | Strategy, risk management, operational leadership |
| Ulster Bank | Senior management positions | Not disclosed | Strategy, risk management, operational leadership |
| Institute of Banking (Ireland) | President | Not disclosed | Industry standards, leadership in financial services |
| Irish Banking Federation | President | Not disclosed | Industry standards, leadership in financial services |
External Roles
| Organization | Role | Status | Committees |
|---|---|---|---|
| Kennedy‑Wilson Holdings, Inc. (NYSE) | Director | Current | Not disclosed |
| Eurobank Ergasias S.A. (Athens) | Director | Former (within last 5 years) | Not disclosed |
Board Governance
- Independent Chair since Jan 2020; non‑management director since Mar 2018 .
- Committee assignments: Chair, Nomination & Corporate Governance; Chair, Acquisitions, Divestments & Finance; Member, Compensation; Member, Safety, Environment & Social Responsibility .
- Independence: listed as independent; Compensation Committee comprised solely of independent directors in 2024 .
- Attendance: each director attended at least 75% of Board/committee meetings; 13 Board meetings in 2024; overall attendance >95%; all directors attended the April 25, 2024 AGM .
- Shareholder engagement: as Board Chair and Compensation Committee member, Boucher participated in most engagements with shareholders (Board reached out to holders of 44% of shares; engaged with holders of 26%); Boucher also independently met shareholders holding ~22% on governance matters .
Fixed Compensation
| Item | 2024 Amount (USD ‘000) | Notes |
|---|---|---|
| Fees earned in cash – R. Boucher | 769 | Converted from EUR at average 2024 rate |
| All other compensation – R. Boucher | 25 | Tax reimbursements per Irish law on hotel accommodation |
| Total – R. Boucher | 794 | |
| Board Chair fee (policy) | 752 | 2024 fee structure, USD conversion |
| Basic non‑management director fee (policy) | 105 | 2024 fee structure, USD conversion |
| Committee fee per membership (policy) | 38 | 2024 fee structure, USD conversion |
| Senior Independent Director premium (policy) | 30 | 2024 fee structure, USD conversion |
| Compensation Committee Chair premium (policy) | 36 | 2024 fee structure, USD conversion |
| Audit Committee Chair premium (policy) | 46 | 2024 fee structure, USD conversion |
| Safety, Environment & Social Responsibility Chair premium (policy) | 36 | 2024 fee structure, USD conversion |
| International director fee | 17 | 2024 fee structure; travel differential |
| North American‑based director fee | 35 | 2024 fee structure; travel differential |
| Fee increases | 3.75% | Effective Jan 1, 2024 for Chair and non‑management directors |
Performance Compensation
- 2024: Non‑management directors received cash fees only; they did not participate in short‑term incentive programs or other benefit plans .
- 2025 framework: Introduces equity retainer and ownership guidelines for directors.
| 2025 Non‑management Director Compensation Structure | Cash (USD ‘000) | Equity (USD ‘000) |
|---|---|---|
| Board Retainer | 140 | 180 |
| Group Chair premium | 300 | 120 |
| Senior Independent Director premium | 40 | – |
| ADF Committee Chair | 18 | – |
| Audit Committee Chair | 28 | – |
| Compensation Committee Chair | 25 | – |
| Nomination & Corporate Governance Chair | 20 | – |
| Safety, Environment & Social Responsibility Chair | 20 | – |
| Annual cap on director comp (cash + equity) | ≤ $950 | Plan limit per calendar year |
No performance metrics are disclosed for director equity grants; the plan authorizes RSUs/PSUs/options generally, but director awards are structured as retainers/premiums with share delivery, not performance‑based targets .
Other Directorships & Interlocks
| Counterparty | Relationship | Potential Interlock/Conflict |
|---|---|---|
| Kennedy‑Wilson Holdings, Inc. | Public company directorship | No disclosed related‑party transactions or interlocks involving CRH executives/comp committee in 2024 |
| Eurobank Ergasias S.A. | Former public company directorship (last 5 years) | No disclosed related‑party transactions |
Expertise & Qualifications
- Expertise: Leadership in financial services, M&A, governance, capital allocation, capital markets, compensation, talent management, strategy .
- Education: BA in Economics, Trinity College Dublin .
- Board qualifications: Independent Chair; leads governance and finance committees; financial services and transaction experience relevant to capital‑intensive building materials .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Richie Boucher | 23,300 | <1% | Sole voting and dispositive power unless otherwise indicated; as of March 12, 2025 |
- Ownership alignment: New share ownership guidelines require non‑management directors to hold shares equal to 5× base retainer within five years (by Jan 1, 2030 for current policy), with a 75% net share retention requirement until met .
- Hedging/pledging: Directors are prohibited from hedging or pledging CRH shares .
Governance Assessment
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Strengths:
- Independence and role separation from management; Compensation Committee and all governance committees comprised of independent directors .
- High attendance and full AGM participation signal strong engagement .
- Active shareholder outreach; Boucher personally engaged on governance and compensation, aligning structures to U.S. market norms and increasing ownership alignment .
- Introduction of equity retainer and stringent ownership guidelines improves director‑shareholder alignment; anti‑hedging/pledging and robust clawback policy further mitigate risk .
- Compensation Committee interlocks: none; no related‑party relationships requiring disclosure among committee members in 2024 .
-
Watch‑items / potential red flags:
- Concentration of responsibilities: Boucher serves as Board Chair and chairs two key committees (Nomination & Corporate Governance and Acquisitions, Divestments & Finance), which requires ongoing scrutiny to ensure balanced oversight and avoidance of undue influence .
- Director compensation cap at $950k is aligned with U.S. norms but remains high; monitoring of equity allocations and committee premium stacking is prudent for pay‑for‑performance optics (especially as director awards are not performance‑conditioned) .
- Multi‑board service warrants routine time‑commitment and conflict checks via CRH’s related‑party transaction policy, which assigns review to the Nomination & Corporate Governance Committee .
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Overall: Governance frameworks (committee independence, attendance, anti‑hedging/pledging, ownership guidelines) and shareholder engagement under Boucher’s chairmanship support investor confidence; continued monitoring of role concentration and director pay mix is advised to preserve board effectiveness and alignment .