Directors Committees

Board committees

The Board has delegated certain authorities to committees, each with formal terms of reference, which are available on request to the company's registered office. The members of the committees are:

  • Aubrey Adams who is Chairman of the nomination committee and a member of the audit and remuneration committees.
  • Allan Collins who is Chairman of the audit committee and a member of the nomination and remuneration committees.
  • Neil Crabb who is Chairman of the remuneration committee and a member of the audit and nomination committees.
  • Charles Phillpot who is a member of the nomination committee.

Audit committee

The audit committee consists of the three non-executive directors and meets at least twice a year to consider the scope of the annual audit, interim reviews, to assess the external auditors, to assess effectiveness of the group's systems of internal control and to review the requirement for internal audit (which the committee believes is not justified, given the current size of the group). The committee has access to the group's external auditors. The Chief Executive Officer and Finance Director may be invited to attend committee meetings, but are not members.

Remuneration committee

The remuneration committee consists of the three non-executive directors and meets at least twice a year to determine company policy on senior executive remuneration, to make detailed recommendations to the Board regarding the remuneration packages of the executive directors and consider the awards under the group's option schemes. The Chief Executive Officer is consulted on remuneration packages and policy, but does not attend discussions regarding his own package. The remuneration and terms and conditions of appointment of the non-executive directors are determined by the Board.

Nomination committee

The nomination committee consists of the three non-executive Directors and the Chief Executive Officer and meets at least once each year to evaluate individual Board members' effectiveness, to review the composition and balance of the Board and to recommend candidates to the Board for vacancies, as required.

Last Updated: 08/05/2009