Terms of reference of the Audit Committee
The Audit Committee, which normally meets twice a year, is chaired by Andrew Thomas and also comprises of the other two Non-executive Directors with the Finance Director and the Group's external auditors in attendance.
The role of this Committee is to ensure that appropriate financial standards are established and maintained throughout the Group, reviewing the effectiveness of the system of internal control, risk management and financial reporting processes and making recommendations to the Board when necessary. The Committee also considers the independence and objectivity of the external auditors, the services they provide, and the scope of audit work and related fees along with a review of their reported findings.
The Group's Risk Control/Internal Audit Manager has direct access to the Chairman and to members of the Audit Committee.
Key duties of the Audit Committee include but are not limited to:
- to consider any appointment of external auditors to Group companies, to review audit fees and to consider any questions of resignation or dismissal of auditors;
- to review all public financial statements of the Company and of the Group, including the half year and annual financial statements, before such statements are submitted to the Board;
- to discuss problems and reservations arising from the external audit, and any matters the auditor might wish to discuss in the absence of management where appropriate and to review the external auditor's management letters and the management's response thereto;
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to review any of the following documents which the Company wishes or is obliged to release:
- Circulars to shareholders
- Press announcements of the interim and annual results
- to review the financial risks and internal financial controls of the Company, its subsidiaries and to recommend any changes that it deems necessary;
- to monitor and review the resources and effectiveness of internal audit (including approval of the appointment and removal of the Corporate Risk Control Manager); to agree the internal audit programme for the forthcoming year; to consider a summary of Group internal audit reports and such individual reports as the Committee sees fit and management's response to any recommendations; and to monitor the progress of any required actions; and
- to consider other topics, as requested by the Board.
For more information regarding the individual committees: