Board Committees

The Board has a number of standing Committees, to which specific responsibilities have been delegated. These Committees enable the Board to operate effectively within a strong governance framework.

Each of these Committees is comprised of independent Non-Executive Directors of the Company who are appointed by the Board. Board members receive minutes of meetings and comprehensive papers, in advance of all the Board’s Committees and they can request presentations or reports on areas of interest.

The Nominations Committee reviews succession plans for the Board and its Committees and considers its structure, size, composition and diversity. It ensures that the Board has the appropriate knowledge, skills and experience to operate effectively and deliver our strategy and supports the development of an inclusive and diverse talent pipeline.

Nominations Committee members:

  • Duncan Owen (Chairman)
  • Rosie Shapland
  • Lesley-Ann Nash
  • Manju Malhotra
  • Nick Mackenzie
  • David Stevenson

Committee secretary: Carmelina Carfora

Nominations Committee Report 2023/24

Nominations Committee Terms of Reference

The Audit Committee oversees the Group’s financial reporting. It manages the Company’s relationship with its external auditor, including monitoring their performance and reappointment and reviews and monitors risk management.

Audit Committee members:

  • Rosie Shapland (Chair)
  • Lesley-Ann Nash
  • Manju Malhotra

Committee secretary: Carmelina Carfora

Audit Committee Report 2023/24

Audit Committee Terms of Reference

The Remuneration Committee determines the remuneration policy for Executive Directors and considers whether there is a clear link between performance and remuneration. It reviews broader workforce remuneration and related policies and develops remuneration practices to support clarity, simplicity, transparency and alignment with culture.

Remuneration Committee members:

  • Lesley-Ann Nash (Chair)
  • Duncan Owen
  • Rosie Shapland

Committee secretary: Carmelina Carfora

Remuneration Committee Report 2023/24

Remuneration Committee Terms of Reference

The ESG Committee promotes the long-term sustainable success of the Company and oversees the Group's ESG strategy and targets. It also reviews the effectiveness of risk management and internal control policies where relevant to ESG matters.

ESG Committee members:

  • Manju Malhotra (Chair)
  • Duncan Owen
  • Rosie Shapland
  • Lesley-Ann Nash
  • Nick Mackenzie
  • David Stevenson
  • Lawrence Hutchings
  • Graham Clemett
  • Dave Benson

Committee secretary: Carmelina Carfora

ESG Committee Report 2023/24

ESG Committee Terms of Reference

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