RWS Annual Report 2022 web - Flipbook - Page 80
Audit Committee Report
Dear Shareholder
The Audit Committee continues to support the business in achieving its business
and strategic objectives, see pages 12 to 15 of this Annual Report and Accounts.
During FY22, the Committee has supported the Board on a number of significant
governance matters relating to financial reporting, internal control and risk
management.
The Committee monitors the Group’s risk exposures including those in relation to
changes in the external regulatory, economic and political environment. Further
information on risk can be found on pages 44 to 47.
MEMBERSHIP AND ATTENDANCE
GOVERNANCE AND COMPLIANCE
Committee members are independent Non-Executive
Directors of the Company, with diverse skills and
experiences. The Committee as a whole has competence
relevant to the sector and David Clayton, Julie Southern
and I have recent and relevant financial experience, as
required by the provisions of the QCA Code.
The Audit Committee Chair, together with the other
members of the Audit Committee, regularly meet with
the key people involved in the Company’s governance,
including the Chairman, the CEO, the CFO, the external
auditor’s lead partner and other senior management.
All Committee members have significant current and
past executive experience in various industries. This
range and depth of financial and commercial experience
enables them to deal effectively with the matters they are
required to address and to challenge management when
necessary. Julia Southern joined the Committee upon
becoming a Non-Executive Director in July 2022, further
strengthening the Committee.
The Company Secretary is secretary to the Committee.
The Board evaluates the membership of the Committee
on an annual basis. During the year, the Committee has
met five times and members attended all meetings that
they were eligible to attend. This is an increase from three
meetings held in 2021.
Only the members of the Committee have the right to
attend Committee meetings, however the CFO, CEO,
senior representatives of the external auditor, other
external advisors and other senior management attend
meetings by invitation. If the presence of any attendee
is inappropriate or might compromise discussion, then
the Committee would either not invite the attendee
concerned or request that they not attend that part of
the meeting. Separate sessions with external auditors are
held in the absence of management.
Gordon Stuart
AUDIT COMMITTEE CHAIR
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RWS — Annual Report 2022
Terms of Reference
The Committee undertakes its duties in accordance with
its terms of reference which are regularly reviewed to
ensure that they remain fit for purpose and in line with
best practice guidelines. The terms of reference are
available on the Company’s website (www.rws.com).
