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 2016.

Remuneration Committee

The Committee was served throughout the year by Simon Fraser, Stuart Corbyn, Stephen Young and Claudia Arney. On 1 July 2016, Claudia Arney took over the chair of the Committee from Simon Fraser and Stuart Corbyn left the Committee on 31 December 2016.

The Committee is responsible for establishing the Group’s remuneration policy and individual remuneration packages for the executive Directors. There were five meetings of the Committee in 2016.

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 2016, the Committee consisted of Stuart Corbyn, Simon Fraser, Richard Dakin and Claudia Arney under the chairmanship of Stephen Young. Stuart Corbyn left the committee on 31 December 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 2016.

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

Throughout 2016, the Committee consisted of Stuart Corbyn, Richard Dakin and Cilla Snowball under the chairmanship of Simon Fraser. Stuart Corbyn left the committee on 31 December 2016. All members are considered independent by the Company having no day-to-day involvement with the Company.

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 2016.

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 throughout 2016 by Stephen Young, Cilla Snowball, John Burns and Damian Wisniewski.

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 2016.

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

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