Audit Committee
The Audit Committee is chaired by Kathleen O’Donovan. Gary Hoffman, Jane Lighting and Laura Wade-Gery are members. The Committee meets to review the Group’s interim and annual financial statements before their submission to the Board, to review the appropriateness and effectiveness of its internal controls, accounting policies and procedures and financial reporting. There is an internal audit function to enhance the rolling programme of review and improvement to the Group’s internal controls. The Audit Committee monitors and reviews the effectiveness of internal audit activities.
Kathleen O’Donovan, who became Chairman of the Audit Committee following the AGM in 2007 is a Chartered Accountant and Gary Hoffman has extensive experience in the financial services industry.
Peter Birch, Sir Angus Grossart and David Ross were members of the Committee until the AGM in 2007. David Ross is a Chartered Accountant and was Finance Director of Carphone Warehouse.
The Group Finance Director, other directors, the Group’s external auditors and the internal auditors, as appropriate, attend meetings of the Committee. The Committee has formal written terms of reference which are published on the Company’s website. The website and the Company’s intranet also carry details of the Company’s ‘whistleblower’ policy, which has been approved and implemented by the Committee.
During the year the Committee, with the help of the Head of Internal Audit, followed a process to review and monitor the external auditors’ independence and objectivity and the effectiveness of the audit process. An extensive questionnaire was sent to the Audit Committee, other Board members and senior operational and finance managers across the Group. The results were analysed by the Head of Internal Audit and a full report was submitted for review by the Audit Committee. There were no adverse findings. The report as a whole was discussed with the external auditors. Private meetings were held with Deloitte & Touche LLP to ensure there were no restrictions on the scope of their audit and to discuss any items that the auditors did not wish to raise with management present.
The Committee reviewed the letter from Deloitte & Touche LLP confirming their independence and objectivity. It also reviewed the scope of non-audit services provided by Deloitte & Touche LLP to ensure that there was no impairment of objectivity. The Board has accepted the Committee’s recommendation on a policy on the engagement of the external auditors to supply non-audit services.
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