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.
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.