Financial results for 2007 - Foresters Friendly Society

35075 - Annual Report and Accounts 2008:Report&Accounts 22/7/08 13:11 Page 15Directors’ Report (continued)Nominations CommitteeAudit and Risk CommitteeGlyn Carpenter - Chairman - appointed 12 September 2007Mike Baker - Chairman - retired 12 September 2007Alex Battershill - appointed 10 October 2007John Levett - appointed 12 September 2007Michael Clarke - retired 12 September 2007The responsibilities of the Nominations Committee include:• Encouraging suitable candidates to serve on the Board fromthe membership.• Ensuring that nominees for election or re-election to the Boardmeet the Society’s criteria and the requirements of the FSA’sApproved Person regime and provide a report to the AnnualGeneral Meeting on the suitability of the nominees.• Considering the following information from each Nominee:- Details of the nominee’s knowledge, skills, qualificationsand experience;- An “FSA Form A” is completed by the nominee;- Credit Reference and Criminal Bureau Agency checks; and- Details of any previous adverse information held by Head Office;Consideration is given to the answers and statements onthe Form A and any adverse information from the checksundertaken or disclosed in Head Office files. Where issuesor concerns are identified, the nominee will be asked toprovide additional information. Failure to provide a responseto further information or clarification will automaticallydisqualify the nominee.Alex Battershill - Chairman - appointed 12 October 2007Glyn Carpenter - resigned as Chairman 12 October 2007Andrew Pooley - appointed 12 October 2007Michael Nightingale - resigned 12 October 2007The Audit and Risk Committee meets as and when required tohelp the Board fulfil its responsibilities. The main duties andresponsibilities of the Audit and Risk Committee are as follows:• To monitor the integrity of the accounts of the company;• To monitor any formal announcements relation to the Society’sfinancial performance;• Review significant financial reporting judgements;• Review the Society’s internal financial controls and review theinternal control and risk management system;• To monitor and review the effectiveness of the Society’sinternal audit function;• Make recommendation to the Board for appointment andreappointment of the external auditor;• Approve the remuneration and terms of engagement of theexternal auditor;• Review and monitor the external auditor’s independence andobjectivity and the effectiveness of the audit process;• Developing and embedding policy from the recommendationof the external auditor in supplying non-audit services; and• Reporting to the Board and identifying any matters in respectof which it considers that action or improvement is neededand making recommendations as to the steps to be taken.• Considering suitable candidates for the role of High ChiefRanger following separation of the role from the Board.• Development of a bursary scheme to encourage and facilitateapplications for the Board from the membership.The Board has adopted the Institute of Chartered Secretaries(ICSA) Guidance Note on the Terms of Reference for theNomination Committee of a Mutual Insurer. These Terms requirethe Nomination Committee to be proactive in considering thebalance of knowledge, skills, qualifications and experience of theBoard as a whole. This Committee formally interviews candidatesfor vacancies and uses an external specialist resource to verify theprocess followed and the suitability of candidates. It will bemaking recommendations to the Board on which candidates fulfilthe required criteria for elections being held at the Annual GeneralMeeting in September 2008.The minutes of the Audit and Risk Committee meeting arecirculated to the Board following each meeting. The ChiefExecutive and the Finance Director usually attend meetings. Theinternal and external auditors attend meetings when required.The external auditors meet with the Committee once a yearwithout the Executive Directors being present. Internal audits areconducted by a specialised and independent external firm thatreports directly into the Audit and Risk Committee. Therefore,responsibility for the adequacy of internal audit rests with thecommittee as a whole and not any one individual.14