The Audit, Remuneration and Nomination Committees comprise the non‑Executive Directors, David Williams, Marion Sears and Roger Matthews. Ian Blackburn is also a member of the Nomination Committee.
The Audit Committee meets at least twice a year with the Company’s external auditors, once following a review of the interim results, and on completion of the annual audit process, but prior to the Board of the Company approving the financial statements of the Group. It also considers the Group’s financial and accounting policies together with management reports on accounting and internal controls and will review reports presented by the external auditor and consider any other matters raised by them. The Audit Committee will invite the Executive Directors to attend as necessary to conduct its business.
The Remuneration Committee implements the policy for the remuneration of the Executive Directors and determines their terms and conditions including annual remuneration and incentive awards. The remuneration of the Non‑executive Directors is decided by the full Board. The Remuneration Report in the Annual Report and Accounts sets out the policy and its current application in respect of Directors’ remuneration. The Remuneration Committee’s policy is to provide an executive remuneration structure that will attract, motivate and retain the high quality individuals who are essential for the successful development of the business over the long term. Executive remuneration aims to ensure that the Executive Directors are fairly rewarded for their performance and are incentivised to enhance value for shareholders on a continuing basis.
The purpose of the Nomination Committee is to lead the process for Board appointments and to make recommendations to the Board to achieve the optimal composition of the Board having regard to its size and composition, individuals having the appropriate experience & attributes, and the need to maintain the highest standard of corporate governance.