Committees
Each of the following committees has its own terms of reference.
Audit Committee
The Audit Committee comprises the non-executive director and the executive chairman. Its terms of reference indicate at least two regular meetings per year and its formal meeting, to review the 2006 audit, took place on 7 November 2006. The finance director and a representative of the external auditors are normally invited to attend meetings. Other directors or staff may be invited to attend, as considered beneficial by the Committee.
The Audit Committee's primary responsibilities are to review the effectiveness of the company's systems of internal control, to review with the external auditors the nature and scope of their audit and the results of the audit, and to evaluate and select external auditors.
Remuneration Committee
The Remuneration Committee plans to meet at least twice in each year. It has met once since it was set up. Its members are ARH Thomas (Chairman) and TB James both of whom were in attendance at the meeting.
The company's policy is to remunerate senior executives fairly in such a manner as to facilitate the recruitment, retention and motivation of staff. The Remuneration Committee agrees with the board a framework for the remuneration of the chairman, the executive directors and the senior management of the company. The principal objective of the Committee is to ensure that members of the executive management of the Company are provided incentives to encourage enhanced performance and are, in a fair and responsible manner, rewarded for their individual contributions to the success of the Company. Non-executive fees are considered and agreed by the board as a whole.
Nomination Committee
ARH Thomas (Chairman), GG Nash and GHS Staley have been identified as members of the Nomination Committee but the Committee has not formally commenced working. Until the company becomes substantially larger, the directors are of the opinion that the Nomination Committee would only need to be convened in unusual circumstances.