Audit Committee Charter
1. Composition of the Audit Committee
- The committee shall comprise non executive Directors.
- At least one member is to have significant, recent and relevant financial experience.
2. Role of the Audit Committee
- To monitor the integrity of the financial statements of the Company, reviewing significant financial reporting judgments.
- To review the Company's internal financial control system and, unless expressly addressed by a separate risk committee or by the Board itself, risk management systems.
- To monitor and review the effectiveness of the Company's internal audit functions.
- To make recommendations to the Board in relation to the appointment of the external auditor and to approve the remuneration and terms of engagement of the external auditor.
- To monitor and review the external auditor's independence, objectivity and effectiveness, taking into consideration relevant professional and regulatory requirements.
- To develop and implement policy on the engagement of the external auditor to supply non-audit services, taking into account relevant ethical guidance regarding the provision of non-audit services by the external audit firm.
3. Operations
- The committee meets at least bi-annually, with further meetings on an 'as required' basis.
- Minutes of all meetings of the committee are to be kept.
- Committee meetings will be governed by the same rules, as set out in the Company constitution as they apply to the meetings of the Board.
4. Resources
- The Company is to provide the committee with sufficient resources to undertake its duties, including provision of educational information on accounting policies and other financial topics relevant to the Company and such other relevant materials requested by the committee.
5. Reporting to the Shareholders
- The directors' report is to contain a separate section that describes the role of the committee and what action it has taken.
6. Responsibilities
- Responsibilities of the committee are as set out in the Audit Committee Responsibilities Charter.
