Chair
Nick Backhouse
Members
Rachel Addison
Julia Porter
Ivan Schofield
The Audit Committee’s role is to establish formal and transparent arrangements for the application of corporate reporting, risk management and establishing and monitoring the principles of internal controls, including reviewing the Group’s annual and half-yearly reports, considering the scope of the annual audit and reviewing the findings of the audit undertaken by external auditors, advising on the appointment of external auditors and reviewing the effectiveness of the internal control systems in place within the Group. The Audit Committee will give due consideration to laws and regulations, the provisions of the UK Corporate Governance Code and the requirements of the UK Listing Authority’s Listing, Prospectus and Disclosure and Transparency Rules, the Directors’ duties contained in the Companies Act 2006 and any other applicable rules.
Chair
Peter Boddy
Members
Rachel Addison
Nick Backhouse
Julia Porter
Ivan Schofield
The Nomination Committee’s role is to develop and maintain a formal, rigorous and transparent procedure and to lead the process for Board appointments and reappointments. It will identify and nominate for the approval of the Board candidates to fill Board vacancies as and when they arise, recommend appointments of both Executive and Non-Executive directors to the Board and also be responsible for periodically reviewing the Board’s structure, size and composition. The appointments will be based on merit and against objective criteria, including the time available to, and the commitment which will be required of, the potential Director. It will also be responsible for formulating plans for succession for both Executive and Non-Executive Directors and in particular for the key roles of Chairman and Chief Executive. The Nomination Committee is also responsible for keeping Board succession plans under review, monitoring compliance with the Company’s Board Diversity Policy, and for making recommendations on the composition of the Board Committees.
Nomination Committee Terms of Reference
This is our Board Diversity Policy.
Chair
Julia Porter
Members
Rachel Addison
Nick Backhouse
Ivan Schofield
The Remuneration Committee assists the Board in determining the Group’s remuneration policies for the Chairman and for each of the Executive Directors and recommends and monitors the level and structure of remuneration for senior management. The Remuneration Committee will also review the design of all share incentive plans for approval by the Board and shareholders and determine the policy for, and scope of, pension arrangements for each Executive Director and other senior management. The Committee also has responsibility for reviewing pay and conditions across the Group, and the alignment of incentives and rewards with culture.
Chair
Ivan Schofield
Members
Peter Boddy
Julia Porter
Stephen Burns
Melanie Dickinson
Mathew Hart
The Corporate responsibility Committee has responsibility for supporting the Board in setting the environmental and social strategies in our business, and for updating the Board on climate issues, risks and opportunities and performance against our wider ESG strategy
