The Board as a whole is responsible for the strategic direction of the Group, and it accomplishes its function acting directly and through its committees. The Board has established three committees : the Remuneration Committee, the Audit and Risk Committee, and the Nomination Committee.
Each committee has clear charters, which are reviewed annually by the Board to ensure their relevance.
To establish the remuneration policy for the executive directors. To determine the remuneration framework, including bonus and incentive plans, and levels of remuneration for the executive directors, the chair, and other designated individuals and senior management, designed to support strategy and promote the long-term sustainable success of the Group.
Members: Roisin Donnelly (chair), Dr. John Bates and Annette Court. Under its charter, the committee meets at least four times a year.
To oversee the Group’s financial reporting, risk management, and internal control procedures and the work of Sage Assurance (internal audit) and the external auditor. Responsibilities also include overseeing the integrity, accuracy and consistency of the Group’s Sustainability and Environmental, Social, and Governance (ESG) non‑financial disclosures.
Members: Jonathan Bewes (Chair), Annette Court and Derek Harding. It meets at least four times a year.
To review the composition of the Board including structure and diversity of its committees, and to plan for progressive refreshing of its membership through effective succession planning. The committee ensures adequate Board training and oversees a talent development framework for senior management.
Members: Andrew Duff (chair), Dr. John Bates, Annette Court and Jonathan Bewes. The Nomination Committee meets at least three times a year.
| Date | Document |
| May 14, 2024 |
Audit and Risk Committee Charter |
| May 14, 2024 |
Nominations Committee Charter |
| February 6, 2025 | Disclosure Committee Charter |
| September 24, 2024 | Remuneration Committee Terms of Reference |
