Board committees

The Board delegates authority to a number of Board committees, each focusing on specific matters to ensure there is independent oversight.

Audit Committee

Audit Committee

Our Audit Committee is responsible for the integrity of our financial statements, including our annual and interim reports.

The committee reviews and makes recommendations to the board on the effectiveness of our internal audit function, risk management system, annual internal audit plan and the appointment, reappointment and removal of the external auditors.

Committee members

  • Andrew Didham (Chair)
  • Rakesh Bhasin
  • Malcolm Le May
  • Susan Skerritt

Terms of reference

The Audit Committee’s terms of reference are approved by the Board. This document,along with our non-audit services policy and internal audit charter can be found here:

Nomination Committee

Nomination Committee

The Nomination Committee is responsible for reviewing the composition of the Board and Board committees to ensure that they are appropriately balanced in terms of knowledge, skills and experience.

The committee reviews and makes recommendations to the Board on appointments to the Board and to other senior management positions.

Committee members

  • Mike McTighe (Chair)
  • Wu Gang
  • Jonathan Moulds
  • Helen Stevenson

Terms of reference

The committee’s terms of reference are approved by the Board and can be found here:

Nomination Committee

Remuneration Committee

Remuneration Committee

The Remuneration Committee is responsible for making recommendations to the Board on our senior-executive remuneration policy.

The committee reviews our remuneration policy, ensuring it is consistent with effective risk management. It also considers the framework for the remuneration of the Chairman and Executive Directors and all share-based awards under our employee incentive scheme.

Committee members

  • Helen Stevenson (Chair)
  • Andrew Didham
  • Sally-Ann Hibberd
  • Mike McTighe
  • Jonathan Moulds

Terms of reference

The committee’s terms of reference are approved by the Board and can be found here:

Remuneration Committee

Board Risk Committee

Board Risk Committee

The Board Risk Committee oversees our current and future risk exposures and advises the Board on how to mitigate these. This involves designing and implementing risk management policies and measurements, and analysing our risk profile, risk appetite and key risk indicators.

It also promotes a risk-awareness culture within the business, which each one of us takes responsibility for.

Committee members

  • Jonathan Moulds (Chair)
  • Andrew Didham
  • Wu Gang
  • Sally-Ann Hibberd
  • Susan Skerritt

Terms of reference

The committee’s terms of reference are approved by the Board, and can be found here:

Board Risk Committee

ESG Committee

Environmental, Social and Governance (ESG) Committee

The ESG Committee provides oversight and advice to the Board on our ESG strategy and activities. It reviews ESG targets, key performance indicators and budgets, as well as maintaining our external partnerships.

This committee also makes sure we maintain appropriate policies to effectively support our ESG framework and initiatives company-wide.

Committee members

  • Sally-Ann Hibberd (Chair)
  • Malcolm Le May
  • Helen Stevenson
  • Rakesh Bhasin

Terms of reference

The committee’s terms of reference are approved by the Board and can be found here:

ESG Committee