The Mercia Asset Management Board has established an Audit and Risk Committee, a Remuneration Committee and a Nominations Committee – each with their own formally delegated duties.

Audit and Risk Committee

The Audit and Risk Committee is appointed by the Board to assist the Board in fulfilling its obligations relating to the integrity of the internal financial controls and financial reporting of the Company, including in relation to standards set by the Financial Reporting Council for Client Assets (“CASS”) audit purposes.

The Audit and Risk Committee comprises, Dr Jonathan Pell as Chair, Caroline Plumb OBE and Ian Metcalfe OBE. Executive Directors attend by invitation. The Audit and Risk Committee will meet at least three times a year at appropriate times in the reporting and audit cycle and otherwise as required. It has unrestricted access to the Group’s external auditor.

Remuneration Committee

The Remuneration Committee is responsible for determining and agreeing with the Board the framework for the remuneration of the Executive Directors and other designated senior executives and, within the terms of the agreed framework, determining the total individual remuneration packages of such persons including, where appropriate, bonuses, incentive payments, share options or other long term incentive plans. The remuneration of Non-executive Directors will be a matter for the Chair and the Executive Directors. No Director will be involved in any decision as to his or her own remuneration. The Remuneration Committee will also be responsible for issuing awards of shares and options to purchase Ordinary Shares under the Company’s proposed share incentive plans.

The Remuneration Committee comprises Diane Seymour-Williams as Chair, Ian Metcalfe OBE and Dr Jonathan Pell. The Remuneration Committee will meet at least twice a year and otherwise as required.

Nominations Committee

The Nominations Committee is responsible for identifying and nominating members of the Board, recommending Directors to be appointed to each committee of the Board and the Chair of each such committee. The Nominations Committee will also arrange for evaluation of the Board. The Nominations Committee comprises Ian Metcalfe OBE as Chair, Diane Seymour-Williams, Dr Jonathan Pell and Caroline Plumb OBE. The Nominations Committee will meet at least twice a year and otherwise as required.