Board Committees

Audit committee

The audit committee's role is to assist the board of directors with the discharge of its responsibilities in relation to financial reporting, including reviewing the group's annual and half year financial statements and accounting policies, internal and external audits and controls, reviewing and monitoring the scope of the annual audit and the extent of the non-audit work undertaken by external auditors, advising on the appointment of external auditors and reviewing the effectiveness of the internal audit activities, internal controls, whistleblowing and fraud systems in place within the group.

The UK Corporate Governance Code recommends that all members of the audit committee be non-executive directors, independent in character and judgment and free from any relationship or circumstance which may, could or would be likely to, or appear to, affect their judgment and that one such member has recent and relevant financial experience.

The audit committee is chaired by Jasper Zwartendijk and its other members are Arup Paul, Elaine Sullivan and Anne-Sophie d’Andlau.

Remuneration committee

The board of directors has not established a remuneration committee. Considering the size of the company and its simple remuneration structure, which does not include any formulaic bonuses or share incentive schemes, all matters related to director and senior management remuneration will initially be considered by the board as a whole. The company will keep the decision whether to establish a remuneration committee under review in light of its existing and potential future remuneration structure.