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:

• Nick Winks who is a member of the remuneration and nominations committees.
• Allan Collins who is Chairman of the audit committee and a member of the nomination and remuneration committees.
• Julian Spooner who is Chairman of the remuneration committee and a member of the audit and nomination committees.

Audit committee

The audit committee consists of the two 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 Chairman and Finance Director may be invited to attend committee meetings, but are not members.

Remuneration and Nomination committee

The remuneration and nomination committee consists of the two non-executive directors and the Chairman 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 remuneration and terms and conditions of appointment of the non-executive directors are determined by the Board. The committee evaluates individual Board members' effectiveness, and reviews the composition and balance of the Board and recommend candidates to the Board for vacancies, as required.

Last Updated: 10/06/2011