Audit Committee

Audit Committee

Audit Committee members

Jeff Harris (Chairman)

Constance Baroudel

Bruce Edwards 

Responsibilities

The Audit Committee’s terms of reference include all matters indicated by Disclosure and Transparency Rule 7.1 and the Code. The terms of reference are considered annually by the Audit Committee and are then referred to the Board for approval. The full terms of reference were updated during 2014 in line with the revised recommendations of the September 2012 Code and can obtained from the Company Secretary.

The primary responsibilities of the Audit Committee are to:

Key issues and activities

The Committee reviews the financial reporting of the Company and the effectiveness of the Group’s internal control process. Combined with the Committee’s review of the internal and external audit functions, and review of specific issues with management as required, it is able to obtain sufficient information to discharge its responsibilities.

Governance

The Audit Committee is appointed by the Board from the Non-Executive Directors of the Group. The Committee comprises members with a broad range of business and financial experience to effectively fulfil its programme of work. The Board considers that Duncan Nichol is suitably qualified to chair the Committee in accordance with the requirements of the Code and each of the members is independent in accordance with the definition set out in the Code. The expertise and the experience of each of the members of the Committee are summarised on the website.

The Committee meets four times during the year and routinely meets the Auditors without the involvement of the Executive Directors. The Chairman of the Committee meets with the auditors prior to each Audit Committee meeting. The Committee has met with the Internal Auditor on a regular basis throughout the year. The Group Chief Executive Officer, Group Finance Director, members of the Group Finance function and representatives from the external auditors attend Committee meetings by invitation in order to provide appropriate advice. The Group Finance Director works closely with the Chairman of the Audit Committee to ensure open communication between them. The Audit Committee is allowed to obtain, at the Company’s expense, outside legal or other professional advice on any matter within its terms of reference.

  • Monitor the integrity of the financial statements of the Group and any formal announcements relating to the Group’s financial performance and review significant financial reporting judgments contained therein;
  • Have oversight of risk management, including the review of the Group’s financial, operational and compliance internal controls, Bribery Act compliance, and whistleblowing and fraud prevention procedures;
  • Make recommendations to the Board, for a resolution to be put to the shareholders for their approval at the general meeting, on the appointment of the external auditors and the approval of the remuneration and terms of engagement of the external auditor;
  • Review and monitor the external auditor’s independence and objectivity and the effectiveness of the audit process, taking into consideration the periodic rotation of audit personnel and relevant UK professional and regulatory requirements; and
  • Develop and implement a policy on the engagement of the external auditor to supply non-audit services, taking into account relevant guidance regarding the provision of non-audit services by the external audit firm.

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Contact

 

You are contacting:

Synergy Health Americas Home Office

Synergy Health Americas
12425 Race Track Road
Tampa FL 33626
(USA)

Telephone:+1 (813) 891-9550

 

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