Memberships

 

Remuneration Committee

Audit Committee

Kevin Gilmore

Member

Chairman

James Hill

Member

Member

Nicholas Trigg

Chairman

Member

 

Audit Committee

 

Constitution & Authority

The Committee is established as a committee of the Board of the Company and in accordance with the Combined Code on Corporate Governance 2006. The Committee is authorised to undertake any reasonable activity within these terms of reference. The Committee is authorised by the Board to obtain, at the Company’s expense, internal or external independent professional advice, as the Committee considers appropriate. Each member of the Committee discloses to the Committee:

a. any personal financial interest (other than as a shareholder) in any matter to be decided by the Committee; or

b. any potential conflict of interest from a cross-directorship or other activity; and

any such member will abstain from voting on resolutions of the Committee in relation to which such interest exists and from participating in the discussions concerning such resolutions and (if so required by the Board) will resign from the Committee.

 

Composition & Meetings

The Committee and its Chairman shall comprise all members of the Board, but the Committee shall consist of not less than three members. A quorum shall be two members. No one other than the Committee members shall be entitled to attend Committee meetings. It is expected that the external Finance Director will attend regularly and lead external auditor will attend from time to time as necessary. Meetings shall be held not less than two times in each financial reporting year and at such other times as the Chairman of the Committee or the external auditors or internal auditors shall require, of which one meeting a year, or part thereof, shall be where the audit committee meets the external and internal auditors.

 

Renumeration Committee

 

Constitution & Authority

The Committee is established as a committee of the Board of the Company and in accordance with the Combined Code on Corporate Governance 2006. The Committee is authorised to undertake any reasonable activity within these terms of reference. The Committee is authorised by the Board to obtain, at the Company’s expense, internal or external independent professional advice, as the Committee considers appropriate. Each member of the Committee discloses to the Committee:

a. any personal financial interest (other than as a shareholder) in any matter to be decided by   the Committee; or
b. any potential conflict of interest from a cross-directorship or other activity; and

any such member will abstain from voting on resolutions of the Committee in relation to which such interest exists and from participating in the discussions concerning such resolutions and (if so required by the Board) will resign from the Committee.

 

Composition & Meetings

The Committee and its Chairman shall comprise three members of the Committee, which shall consist of not less than three members. A quorum shall be two members. No one other than the Committee members shall be entitled to attend Committee meetings unless specifically invited thereby. The Committee members are authorised to consult the Finance Director, if necessary, from time to time. Meetings shall be held at such times as the Chairman of the Committee shall require, but a minimum of once every two years.