Board Committees

The Board maintains a number of Board Committees. Set out below are details of the membership and duties of the four principal Committees that operated throughout 2015.

Remuneration Committee

At the start of 2015, the Remuneration Committee (the ‘Committee’) consisted of Simon Fraser (Chairman), Stuart Corbyn, June de Moller and Stephen Young. Claudia Arney joined the Committee in May 2015 and June de Moller left it in December 2015.

The Committee is responsible for establishing the Group’s remuneration policy and individual remuneration packages for the executive Directors. There were four meetings of the Committee in 2015.

The report of the Remuneration Committee’s activities is available to download here.

The terms of reference of the Remuneration Committee are available to download here.

Audit Committee

Throughout 2015, the Committee consisted of Stuart Corbyn, Simon Fraser and Richard Dakin under the chairmanship of Stephen Young. Claudia Arney joined the Committee in January 2016.

The Committee is responsible for reviewing, and reporting to the Board on, the Group’s financial reporting and for maintaining an appropriate relationship with the Group’s Auditor. The Committee met four times during 2015.

The report of the Audit Committee is available to download here.

The terms of reference of the Audit Committee are available to download here.

Nominations Committee

At the start of the year the Committee consisted of June de Moller, Simon Fraser and Richard Dakin under the chairmanship of Stuart Corbyn. Cilla Snowball joined the Committee in September 2015 and June de Moller stepped down at the end of the year. In January 2016, Simon Fraser took over chairmanship of the Committee.

The Committee’s responsibilities include identifying external candidates for appointment as Directors and, subsequently, recommending their appointment to the Board. If requested, the Committee will make a recommendation concerning an appointment to the Board from within the Group. The Committee met twice during 2015.

The report of the Nominations Committee is available to download here.

The terms of reference of the Nominations Committee are available to download here.

Risk Committee

The Committee was chaired by Richard Dakin and served by Stephen Young, June de Moller, John Burns and Damian Wisniewski throughout 2015. At the end of the year, June de Moller retired and Cilla Snowball joined the Committee.

The Committee’s main responsibility is to review the effectiveness of the Group’s internal control and risk management systems. It met three times during 2015.

The report of the Risk Committee is available to download here.

The terms of reference of the Risk Committee are available to download here.