As recommended by the Combined Code, the Board has established three committees: the audit committee, the compensation committee and the nominations committee. The responsibilities of each of these committees are set out clearly in written terms of reference, which have been approved by the Board.

The Combined Code recommends that all of the members of the audit committee and the compensation committee and a majority of the nominations committee should be independent non-executive directors. While this is not currently the case following listing in March 2007, the Board will work to achieve this within 12 months of listing.

Appointments to these committees are for an initial period of 3 years, with potential for re-appointment or two further 3-year terms, subject to approval by the Board.

Audit Committee

The Audit Committee, chaired by Rosemary Thorne, comprises four non-executive Directors. Of these, Rosemary Thorne and Gordon Moore have recent and relevant fi nancial experience. The Committee met five times during the year under review. The Group Chief Executive Offi cer, the Group Chief Financial Officer, the Group Internal Auditor, the Group Compliance Manager, and senior members of the fi nance team normally attend meetings of the Committee. The external auditors also attend and together with the Group Internal Auditor have direct access to the Committee Chairman at all times.

The role and responsibilities of the Audit Committee are set out in written terms of reference and include: Read More...

The Compensation Committee

The Compensation Committee chaired by Paul Stecko comprises four non-executive Directors.
The Committee met five times during the year. The Group Chief Executive Officer normally attends the meetings and the Group V.P. Human Resources attends when appropriate.

The role and responsibilities of the Compensation Committee are set out in its written terms of reference and include Read More...

The Nominations Committee

The Nominations Committee chaired by Nicanor Restrepo comprises three non-executive Directors and the Group Chief Executive Officer. The Committee met three times during the year under review.

The role and responsibilities of the Nominations Committee are set out in written terms of reference and include: Read More...