Audit Committee

The Committee is chaired by Anne Thorburn and comprises four independent non-Executive Directors.

The Committee acts independently of the Executive Directors and management. Our members have a range of skills and the Committee as a whole has experience relevant to the Sectors in which the Group operates. Anne has recent and relevant financial experience, as required by the 2018 UK Corporate Governance Code.

The Audit Committee is responsible for ensuring that the Company maintains a strong control environment. It provides effective governance over the Group’s financial reporting, including oversight and review of the systems of internal control and risk management, the performance of internal and external audit functions, as well as the behaviour expected of the Group's employees through the whistleblowing policy and similar codes of conduct. The Committee continues to focus on monitoring and overseeing management on these improvements to governance, compliance and financial safeguards.

The Committee’s role and responsibilities are set out in its Terms of Reference, which are reviewed during the year and approved by the Board.

Download the Audit Committee Terms of Reference

Read the full Audit Committee Report 2020

Nomination Committee

The Nomination Committee is chaired by John Nicholas, Chairman of the Company. The Committee comprises the non-Executive Directors and meets as necessary to discharge its responsibilities. 

The Committee is chaired by the Senior Independent Director on any matters concerning the Chairman of the Company. The Group Company acts as Secretary to the Committee.

The Nomination Committee reviews the composition of the Board and principal Committees, considering skills, knowledge, experience and diversity requirements before making appropriate recommendations to the Board regarding any changes. It also manages succession planning for Directors and other Senior Executives and oversees succession planning for senior leadership across the Group.

The Committee’s role and responsibilities are set out in its Terms of Reference, which are reviewed during the year and approved by the Board.

Download the Nomination Committee Terms of Reference

Read the full Nomination Committee Report 2020

Remuneration Committee

The Remuneration Committee is chaired by Andy Smith and comprises independent non-Executive Directors. 

Geraldine Huse joined the Committee on 20 January 2020. The CEO and Group HR Director attend meetings at the invitation of the Committee to provide advice to help it make informed decisions. The Group Company Secretary attends meetings as Secretary to the Committee

The Remuneration Committee agrees, on behalf of the Board, all aspects of the remuneration of the Executive Directors, and agrees the strategy, direction and policy framework for the remuneration of the senior executives who have a significant influence over the Group’s ability to meet its strategic objectives. The committee also oversees all workforce remuneration policies.

The Committee's roles and responsibilities are set out in its Terms of Reference, which are reviewed annually and approved by the Board. 

Download the Remuneration Committee Terms of Reference

Read the full Remuneration Committee Report 2020

Download the current Directors' Remuneration Policy