Role of the Audit Committee

The main duties of the Audit Committee include but are not limited to the following:

  • to ensure that the financial statements of the Group are fair, balanced and understandable;
  • consider annually whether there is a need for an internal audit function;
  • review the Group’s internal financial controls and risk management systems;
  • develop and implement the policy on the engagement of the external auditor;
  • make recommendations to the Board in relation to the external auditors regarding approval of their remuneration, terms of engagement, appointment, re-appointment or removal;
  • review and monitor the external auditors’ independence and objectivity and effectiveness of the audit process;
  • to report to the Board on how it has discharged its responsibilities;
  • monitor the Group’s whistleblowing procedures to ensure that appropriate arrangements are in place for employees to be able to raise in confidence matters of possible impropriety, with suitable subsequent follow-up action; and
  • ensure director’s expenses are of a reasonable business nature and authorised appropriately.

In the financial year, the Audit Committee fulfilled its duties under its terms of reference and discharged its responsibilities primarily by:

  • reviewing the Groups draft half-yearly and full year results prior to Board approval;
  • reviewing the draft trading updates during the year;
  • assessing the external auditors’ independence and objectivity;
  • reviewing the external auditors’ plan for the audit of the Group’s financial statements, which include key areas of scope of work, terms of engagement and fees;
  • reviewing the external auditors’ report on the results of their year-end audit;
  • reviewing the Group’s arrangements for the security and patent protection of its intellectual property;
  • reviewing the Group’s system to identify and manage risk;
  • reviewing the effectiveness of the Group’s internal risks over financial reporting; and
  • reviewing and updating the Audit Committee’s terms of reference.

Committee composition

The composition of the Audit Committee changed during the year following Andrew Heath’s appointment as CEO – Kate Rock was appointed to the Committee in his place. The committee consists exclusively of independent non-executive directors.

The Audit Committee comprised the following directors:

  • David Anderson (Chairman)
  • Gilles Delfassy
  • Kate Rock

Further information about the activities of the Audit Committee can be found in our latest annual report.