The Audit Committee comprises the non-executive directors, it is chaired by R Linford and meets at least twice a year. The Committee provides a forum for reporting by the Group’s external auditor. Meetings are also attended, by invitation, by the executive director. The primary role of the Audit Committee is to:
- maintain the integrity of the financial statements and other information to shareholders;
- review the controls that are in force to maintain the integrity of the financial information reported to shareholders;
- review the effectiveness of the Group’s systems of internal control and risk management;
- maintain an appropriate relationship with the Group’s external auditors; and
review the effectiveness, scope and objectivity of the audit process.
The Remuneration Committee is chaired by D Rasche and comprises the non-executive directors and meets at least twice a year. The Remuneration Committee’s role is to recommend to the Board the remuneration strategy and framework for the executive director and senior managers, including the performance-related bonus scheme.
The Nomination Committee is chaired by D Rasche and comprises the whole Board and meets as and when it is necessary to do so. The Committee’s role is to ensure that appropriate procedures are in place for the nomination and selection of candidates for appointment to the Board, having regard to the balance and structure of the Board. The Committee also makes recommendations to the Board regarding the re-election of directors, succession planning and Board composition.
If you would like to receive a copy of the full terms of reference for any of the Committees of the Board please either:
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contact the Company Secretarial Department of GB Group plc at:
GB Group Plc
Chester Business Park,
Chester CH4 9GB
Tel: +44 (0) 1244 657333
Fax: +44 (0) 1244 657262