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The Board is committed to highest standards of corporate governance.

Audit Committee

Mike Butterworth (Chair)
John Nicolson
Tomasz Blawat
Kate Allum

The Audit Committee has responsibility for, among other things, monitoring the financial integrity of the Group's financial statements and involving the Group's auditors in that process. It focuses on compliance with accounting policies and ensuring that an effective system of internal financial controls is maintained.

The ultimate responsibility for reviewing and approving the annual report and accounts and the half-yearly reports remains with the Board.

The Audit Committee will normally meet at least three times a year at the appropriate times in the reporting and audit cycle.

 Download the terms of reference for the Audit Committee (PDF 0.19MB)

Remuneration Committee

Kate Allum (Chair)
John Nicolson
Tomasz Blawat
Diego Bevilacqua
Mike Butterworth

The Remuneration Committee has responsibility for determining the terms and conditions of employment, remuneration and benefits of the Chairman, Executive Directors, members of the executive and the company secretary. This includes pension rights and any compensation payments, and recommending and monitoring the level and structure of remuneration for senior management and the implementation of share option, or other performance-related schemes.

The Remuneration Committee will meet at least twice a year.

Download the terms of reference for the Remuneration Committee (PDF 0.11MB)

Nomination Committee

David Maloney (Chair)
John Nicolson
Mike Butterworth
Diego Bevilacqua

The Nomination Committee is responsible for considering and making recommendations to the Board in respect of appointments to the Board, the Board committees and the chairmanship of the Board committees. It is also responsible for keeping the structure, size and composition of the Board under regular review, and for making recommendations to the Board with regard to any changes necessary.

The Nomination Committee will meet at least twice a year.

Download the terms of reference for the Nomination Committee (PDF 0.12MB)

Disclosure Committee

Miroslaw Stachowicz
Paul Bal
Steve Weatherley
At least one Non-Executive Director

The Disclosure Committee is responsible for, among other things, helping the Company make timely and accurate disclosure treatment of all information that it is required to disclose under its legal and regulatory obligations arising as a result of the listing of the Ordinary Shares on the London Stock Exchange.

The Disclosure Committee will meet at such times as shall be necessary or appropriate.

Download the terms of reference for the Disclosure Committee (PDF 0.12MB)

Responsible Business Committee

Kate Allum (Chair)
Tomasz Blawat
Diego Bevilacqua

The Responsible Business Committee is responsible for, among other things, reviewing and providing recommendations for the areas within the updated 2018 Corporate Governance Code which are not already being covered by the other Committee’s. These include Section 172, stakeholder engagement (including workforce engagement), purpose, culture, environment and sustainable development goals, climate change, health, safety and diversity.

The Responsible Business Committee will meet at least twice a year and at such times as shall be necessary or appropriate.

Download the terms of reference for the Responsible Business Committee (PDF 0.1MB)