LSE: APN GBX 148.00 1.00 0.68%

Governance

Applied Nutrition plc (the “Company”) has a formal schedule of matters which is reserved for the Board of Directors (“Board”) decision which can be accessed here. To support the Board the following committees have been established and had various authorities delegated to them of which full details are available in the below Terms of Reference. While Executive Directors are not formal members of any committees, they may be invited to attend meetings from time to time.

Audit and Risk Committee

Chair: Tony Buffin

Additional members: Marnie Millard

Role: assisting the Board in fulfilling its oversight responsibilities by reviewing and monitoring:

  • The integrity of the financial and narrative statements and other financial information provided to shareholders;
  • The Company’s system of internal controls and risk management systems, including financial reporting risk;
  • The internal and external audit process and auditors; and
  • The processes for compliance with financial laws, regulations and ethical codes of practice, the UK Corporate Governance Code and the Financial Reporting Council (FRC) Audit Committees and the External Audit: Minimum Standard (FRC Minimum Standard).

The Terms of Reference for the Audit and Risk Committee are available here.

Disclosure Committee

Chair: Tony Buffin

Additional members: Andy Bell, Marnie Millard

Role: overseeing compliance of the Company with its obligations under the UK Listing Rules and the Disclosure Guidance and Transparency Rules and the implementation of the governance procedures associated with the assessment, control and disclosure of Inside Information (as defined in article 7 of the retained EU law version of the Market Abuse Regulation (Regulation 596/2014) which applies to the United Kingdom (UK MAR), in relation to the Applied Nutrition plc.

The Terms of Reference for the Disclosure Committee are available here.

Nomination Committee

Chair: Andy Bell

Additional members: Tony Buffin, Marnie Millard

Role: to ensure that there is a formal, rigorous and transparent procedure for the appointment of new directors to the Board and ‘Senior Management’ (as defined in the UK Corporate Governance Code), including executives to the executive management committee of the Company (ExCo), to lead the process for Board and Senior Management appointments and make recommendations to the Board and to oversee the development of a diverse pipeline for succession. The committee is to assist the Board in ensuring its composition is regularly reviewed and refreshed so that it is effective and able to operate in the best interests of shareholders; and in doing so, the committee shall work and liaise with other Board committees, as appropriate.

The Terms of Reference for the Nomination Committee are available here.

Remuneration Committee

Chair: Marnie Millard

Additional members: Andy Bell, Tony Buffin

Role: assist the Board to fulfil its responsibility to shareholders to ensure that:

  • Remuneration policy and practices of the Company are designed to support strategy and promote long-term sustainable success, reward fairly and responsibly, with a clear link to corporate and individual performance, having regard to statutory and regulatory requirements; and
  • Remuneration of the chair of the Board, executive directors and ‘Senior Management’ (as defined in the UK Corporate Governance Code) is aligned with the Company’s purpose and values and linked to the delivery of the Company’s long-term strategy.

The Terms of Reference for the Remuneration Committee are available here.