Audit Committees

The Audit Committee is chaired by Jonathan Freeman. The Audit Committee is responsible for providing formal and transparent arrangements for considering how to apply suitable financial reporting and internal control principles having regard to good corporate governance and for monitoring external audit functions including the cost-effectiveness, independence and objectivity of the Company’s auditors.

Terms of Reference

Nomination & Remuneration Committee

The Nomination & Remuneration Committee is chaired by David Hudd. The Nomination & Remuneration Committee is responsible for considering Board appointments, reviewing Board structure, size and composition and identifying the need for Board appointments by reference to the balance of skills, knowledge and experience on the Board and the scale of the Enlarged Group. The Nomination & Remuneration Committee is also responsible for establishing a formal and transparent procedure for developing policy on executive remuneration and to set the remuneration packages of individual directors. This includes agreeing with the Board the framework for remuneration of the Group Chief Executive, all other executive directors, the Company Secretary and such other members of the executive management of the Company as it is designated to consider. It is also responsible for determining the total individual remuneration packages of each director including, where appropriate, bonuses, incentive payments and share options. No director will play a part in any decision about his own remuneration. The Nomination & Remuneration Committee also plays a crucial role in succession planning by analysing the Board’s needs and planning accordingly.

Terms of Reference

Risk and compliance committee

The Risk and Compliance Committee is chaired by Jonathan Freeman The purpose of the Risk and Compliance Committee is to oversee the effective management of the Group’s compliance and polices and procedures in line with the Group’s risk appetite to meet legal, compliance and regulatory requirements.

Terms of Reference

Corporate Governance

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