Audit Committee
Best practice recommends that all members of the Committee be Non-Executive Directors, independent in character and judgement and free from any relationship or circumstance which may, could or would be likely to, or appear to, affect their judgement and that at least one such member has recent and relevant financial experience. Accordingly, the Committee comprises all three independent Non-Executive Directors including myself as Committee Chairman, considered by the Board to have recent and relevant financial experience due to my previous experience as an Audit Committee chair in another publicly listed company, in other senior financial roles, and my FCA and FCCA qualifications.
Regular Committee meetings are also normally attended by the Chief Executive Officer, Chief Financial Officer and our external auditors, PricewaterhouseCoopers LLP (“PwC”). The Chief Financial Officer, who is also the Company Secretary, acts as secretary to the Committee. Other members of management, particularly senior financial managers, may be invited to attend depending on the matters under discussion.
PwC was appointed as the Group’s external auditors on 29 January 2018; the period under review represents their seventh year of audit. The Committee is satisfied that PwC has undertaken its responsibilities as the Group’s external auditors to a high standard and therefore the Committee will be recommending that PwC be reappointed as auditors at the 2024 Annual General Meeting (“AGM”). The PwC senior statutory auditor responsible for the Group is Jonathan Studholme, who became the Group’s senior statutory auditor for the first time in FY22.
During the year, the Directors continued to assess the following key areas:
- Board governance, including the Committee and the procedure for assessing the Group’s key risks;
- management accounting processes to ensure that high-quality information is provided to the Board;
- external financial reporting procedures and audit arrangements and reporting standards, as well as the appropriateness of going concern conclusions and stress testing;
- complex transactions, and the accounting for a number of unique circumstances including the Restructuring Plan;
- information systems; and
- budgeting and forecasting procedures and controls.
The Directors recognise the need to maintain robust financial reporting procedures, review them on a continuing basis and adapt them to changing circumstances. Their review forms part of the Committee’s agenda going forward together with its wider role and responsibilities, which are set out in more detail in this report.
I hope to be able to take any questions from shareholders at the AGM on 3 December 2024 to answer any questions on the work of the Audit Committee.
William Tuffy
Chair of the Audit Committee
21 October 2024