Summary of Principal Activities

Reviews of the following:

  • Annual financial statements for FY18 and interim results for FY19
  • Since the year end, approval of the full year annual financial statements for FY19
  • Internal controls and the process for the identification and mitigation of principal risks
  • IT capitalisation threshold
  • Plan to implement the requirements of IFRS 16

External Auditor

  • Annual reviews of policy on rotation of external auditor and use of auditors for non-audit work
  • Approval of the new statutory audit partner for the FY19 audit onwards

Internal Audit/Compliance

  • Internal audit reviews of the leavers process, customer compensation controls, payment controls, compliance with expenses policy, and a follow up of the 2017 review of supplier compliance with stock routines
  • Review of new structure of the Information Security function, to address the ever increasing external cyber security threat and GDPR compliance

This report provides details of the role of the Audit and Risk Committee and the work it has undertaken during the year and at its meeting in August 2019 when this Annual Report and financial statements were approved.

Principal Duties


The principal duties of the Committee are to:

  • Oversee the integrity of the Group’s financial statements and public announcements relating to financial performance
  • Hold the relationship with the external auditor, agree the audit fee and oversee the external audit process
  • Establish formal and transparent arrangements for considering how the Company should apply the corporate reporting, risk management and internal control principles
  • Oversee the internal audit process
  • Monitor the effectiveness of financial controls and the process for identifying and managing risk throughout the Group
  • Monitor the financial reporting process and submit recommendations
  • Monitor the statutory audit of the Annual Report and financial statements
  • Review and monitor the external auditor’s independence and the provision of additional services

The Committee's full terms of reference is available here:

A copy of our whistleblowing policy is available here:

Our policy on the use of the statutory auditor is available here:

Committee Membership

The following Directors served on the Committee during the year:

Name From To
Liz Doherty (Chair) 1 May 2013 To date
William Reeve 1 July 2015 To date
Peter Ruis 10 September 2015 To date
Rachel Osborne1 1 April 2018 28 August 2018

1 Rachel Osborne stepped down from the Board and the Committee on 29 August 2018. Ian Bull and Paula Vennells were both appointed to the Board and the Committee after the year end.

The Company Secretary acts as secretary to the Committee.

The Chief Executive Officer, Chief Financial Officer and the Chairman of the Board usually attend meetings by invitation, along with a representative from the external auditor. Other Directors attend by invitation as required.

Committee Meetings

Committee activities in 2018/19

Three meetings were held in the year and members’ attendance was as shown in the table below:

Name Meetings attended
Liz Doherty 3/3
William Reeve 3/3
Peter Ruis 3/3
Rachel Osborne 0/0

The Committee also met in August 2019.