John Worby – Chairman
Andrew Brent
Anthony Cann
Dennis Millard

The Audit Committee is chaired by John Worby, who the Board has determined has recent and relevant financial experience, and its other members are Andrew Brent, Anthony Cann and Dennis Millard, who all have extensive business experience. John Worby, Andrew Brent and Anthony Cann are independent non-executive directors and Dennis Millard was independent on appointment as a director in August 2006.  At the invitation of the Committee, the Group Chief Executive, Group Financial Officer , Head of Internal Audit and representatives of the external auditors regularly attend meetings.

The Committee’s terms of reference, which are available below, set out the responsibilities of the Committee, which include monitoring the integrity of the annual and interim financial statements and other announcements relating to financial performance; reviewing significant financial reporting issues and judgments which they contain; keeping under review the effectiveness of the internal control and risk management systems; monitoring and reviewing the effectiveness of external audit (including auditor independence) and internal audit; making recommendations to the Board as to the re-appointment or otherwise of the external auditors; and monitoring and reviewing the arrangements for employees to raise, in confidence, concerns about possible improprieties in matters of financial reporting, control and other matters (‘whistleblowing’).

The Committee met four times during the year and in addition to ensuring the integrity of the annual and interim accounts the Committee was also active throughout the year in other key areas, including:

Reviewing the preliminary announcement, Annual Report and Accounts , interim announcement and interim results; considering reports from the external auditors reviewing any accounting or judgmental issues requiring its attention; approving audit plans for the external and internal auditors; considering reports from the Head of Internal Audit on the results of internal audit reviews, significant findings, management action plans, and timeliness of resolution; reviewing reports on the Company’s risk management process; reviewing management of fraud risk and incidences of fraud; meeting privately with the external auditors and the Head of Internal Audit; reviewing the effectiveness of the internal audit activities; reviewing the effectiveness of the Company’s whistleblowing process and reviewing the independence and performance of the external auditors . 

Click here for Audit Committee terms of reference (pdf download)