Following admission to AIM, the Board established an audit committee and a remuneration committee, each of which operates within defined terms of reference.
The audit committee is chaired by Tudor Davies. The other members are Sir David Chapman, Bt., the Senior Independent Non-Executive Director, and David Buffham, an Independent Non-Executive Director. The audit committee meetings are also attended, by invitation, by the other Directors. The committee provides a forum for reporting by the Group’s external auditors.
The audit committee is responsible for reviewing a wide range of matters including the half year and annual financial statements before their submission to the Board and monitoring the controls which are in force to ensure the integrity of the information reported to the shareholders. The audit committee advises the Board on the appointment of external auditors and on their remuneration both for audit and non-audit work and discusses the nature, scope and results of the audit with the auditors.
The audit committee keeps under review the cost effectiveness of the auditors. It also reviews the extent of the non-audit services provided by the auditors and reviews with them their independence and objectivity. The Chairman of the audit committee reports the outcome of audit committee meetings to the Board and the Board receives minutes of the meetings.
The remuneration committee is chaired by Sir David Chapman, Bt., the Senior Independent Non-Executive Director. The other member is David Buffham, an Independent Non-Executive Director. The committee is responsible for making recommendations to the Board, within agreed terms of reference, on the Company’s framework of executive remuneration and its cost, including the remuneration of subsidiary Directors. The committee determines the contract terms, remuneration and other benefits for each of the Executive Directors, including performance related bonus schemes, pension rights and compensation payments.
The committee also determines the remuneration of the Chairman.