Members of the Board also serve on the following sub-committees:
■ Audit Committee:
Tom Elder (Chairman)
Christopher R Innis
The Audit Committee’s primary duties are to review and monitor
all financial statements of the Group, including both its interim
and annual reports. It has a duty of care to monitor the financial
integrity of such statements as well as significant financial reporting
issues including the announcement of preliminary results.
The Committee reviews and challenges, where appropriate, the consistency
of accounting policies and accounting standards, the validity of
judgments and estimates and the clarity of disclosures made in
the Group’s financial statements. The Committee is also responsible
for reviewing the effectiveness of internal controls and risk management.
The Committee meets with the Group’s external auditors as
frequently as is required and also deals with the approval of their
remuneration and their terms of engagement.
■ Remuneration Committee:
Christopher R Innis (Chairman)
Tom Elder
The Committee normally meets twice a year; its primary function
is to review and establish the overall remuneration framework for
the executive directors and senior employees.
The
Committee seeks to establish an appropriate policy which will provide
incentives for enhanced performance as well as rewards for individual
contributions. It also has the responsibility for determining pension
arrangements and share options. The remuneration of non-executive
directors is determined by the Chairman and the executive directors.
