Committees

Audit Committee
The Audit Committee, which comprises David Mahony, Anand Radhakrishnan and is chaired by Glenn Luk, meets with the external auditors at least twice a year. The Committee considers and makes recommendations to the Board in relation to the independence and objectivity of the external auditors (including the impact of any non-audit work undertaken by them) and their suitability for re-appointment. The Audit Committee determines the scope of the external audit in discussion with the external auditors and agrees the fees in respect of the audit. The Committee also overviews the monitoring of the adequacy of the Group’s internal financial control procedures, accounting policies and financial reporting. The Audit Committee reviews all services being provided by external auditors to review the independence and objectivity of the external auditors, taking into consideration relevant professional and regulatory requirements, so that these are not impaired by the provision of permissible non-audit services.

Remuneration Committee
The Remuneration Committee, which comprises Richard Fuller, Hazem Ben-Gacem and is chaired by David Mahony and is responsible for approving: The remuneration of the Executive Directors, having regard to their performance; details of service contracts, pension arrangements and other terms and conditions on which Executive Directors are employed; Incentive bonus schemes and the allocation of share options to Executive Directors and other employees; The committee normally meets twice a year to consider all aspects of remuneration for the Executive Directors.

The Nomination Committee
The Nomination Committee comprises the Non-Executive Directors and the Chief Executive. The Committee, which meets on an ad hoc basis as required, considers and makes recommendations to the Board on the appointment of Directors.