Board committees

Role

The People & Governance Committee reviews and evaluates the composition of the Board and its committees to maintain the appropriate balance of skills, knowledge, experience and independence thereby enabling them to function effectively. Succession plans for the Chair, Non-Executive Directors (NEDs), Executive Directors and the Group’s senior management are kept under review. The Committee also nominates candidates for appointment to the Board, and retains oversight of the development plans for Executive Leadership Team members together with the Company’s wider organisational structure and talent management processes.

Members

Thérèse Esperdy Chair ¹

Sue Clark
Diane de Saint Victor
Ngozi Edozien
Andrew Gilchrist
Alan Johnson CMG
Bob Kunze-Concewitz
Jon Stanton
John Downing Company Secretary

¹ Unless dealing with the succession of the Chair. Executive Directors are invited to attend when appropriate. 

Committee Terms of Reference

Role

The Committee assists the Board in fulfilling its corporate governance responsibilities. This includes oversight of the Group’s internal control systems, risk management process and framework, the internal audit department and the external audit. 

It also involves ensuring the integrity of the Group’s financial statements and related announcements.

Members

Jon Stanton Chair 

Sue Clark
Ngozi Edozien
Andrew Gilchrist
Alan Johnson CMG
John Downing Company Secretary

Audit Committee Terms of Reference

Role

Our remuneration policy aligns the interests of management with those of our shareholders, ensuring our ability to attract and retain high performing executives whilst incentivising the delivery of our strategic objectives and sustained returns for investors.

Members

Sue Clark Chair 

Diane de Saint Victor
Thérèse Esperdy
Bob Kunze-Concewitz
Jon Stanton
John Downing Company Secretary

Remuneration Committee Terms of Reference