Board committees
Our board committees provide a platform for boards to deal with specific issues that require specialised areas of expertise.
Nomination Committee
Key responsibilities
- Review the structure, size and composition of the Board and its committees
- Give full consideration to succession planning for the Board and other senior management
- Review the leadership needs of the organisation
- Identify and nominate potential Board candidates
- Review the results of the Board performance evaluation process relating to composition and diversity and assess how effectively members work together to achieve objectives
- Support workforce initiatives that promote a culture of inclusion and diversity
Audit Committee
Key responsibilities
- Monitor the integrity of the financial statements of the Company and Group
- Review the appropriateness and consistency of significant accounting policies
- Review and report to the Board on significant financial issues and judgements
- Carry out a robust assessment of the Group’s emerging and principal risks on an annual basis
- Review the Group’s internal control and risk management systems
- Monitor and review the effectiveness of the Group’s internal audit function
- Review the effectiveness of the External Auditor process
- Develop and implement policies on the engagement of the External Auditor to supply non-audit services
- Monitor and review the External Auditor’s independence and objectivity
Remuneration Committee
Key responsibilities
- Determines remuneration policy for the Company Chair, Executive Directors, the Company Secretary and other members of the Senior Management as designated
- Determines remuneration packages for the Company Chair, Executive Directors, the Company Secretary and other members of the Senior Management as designated
- Review the appropriateness of the Remuneration Policy on an ongoing basis and make recommendations to the Board on appropriate changes
- Obtain up to date comparative market information and appoint remuneration consultants as required to advise or obtain information
- Approve design of, and set targets for, performance related incentives across the Company
- Oversee any major changes to benefits for employees
- Oversight of wider workforce pay practices and incentive arrangements
- Ensure failure and excessive risk taking are not rewarded
ESG Committee
Key responsibilities
- Providing oversight on behalf of the Board in relation to the Company’s ESG strategy and activities
- Overseeing any ESG strategic goals, targets and key performance indicators
- Ensuring the Company monitors current and emerging ESG trends, relevant international standards and legal/regulatory/governance requirements and identifies how these are likely to impact on the strategy, operations and reputation of the Company
- Receiving reports and recommendations from key management stakeholders/sponsors and steering groups
- Overseeing communication of ESG strategy and progress made on any objectives internally and externally
- In conjunction with the Audit Committee, overseeing the management of ESG risks, as well as opportunity identification.
- Making recommendations to the Board in relation to the required resourcing and funding of ESG related activity.
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