41061 Unite AR22 HI-RES WEB-READY - Flipbook - Page 122
120
THE UNITE GROUP PLC | Annual Report and Financial Statements 2022
AUDIT & RISK COMMITTEE continued
The Audit & Risk Committee undertook a review of its
effectiveness in August 2022. The review found that
the Audit & Risk Committee is working effectively. The
review identified areas in which we can strengthen our
performance and these are reflected in the Committee’s
priorities for 2023.
During 2022, the Audit & Risk Committee undertook a
full evaluation exercise of the Deloitte audit approach to
ascertain the effectiveness of the external audit function.
Further to the completion of the evaluation of the external
audit process, we are satisfied with both the auditor’s
independence and audit approach and have recommended
to the Board that Deloitte be re-appointed as auditor
in 2023.
Following the 2021 appointment of a Group Risk &
Assurance Director, all oversight of internal audit and risk
management are now insourced. Whilst internal, we still
consider the team to be independent of management
with a direct line of communication to the Audit & Risk
Committee. As is usual with an internal team, there are
still areas where it is appropriate to engage third parties to
undertake specific pieces of work and the relationship with
PricewaterhouseCoopers (PwC) has been maintained.
Composition of the Audit & Risk Committee
The members of the Audit & Risk Committee are set out
on page 101 of this Corporate Governance statement. The
Audit & Risk Committee members are all independent NonExecutives and have been selected with the aim of providing
the wide range of financial and commercial expertise
necessary to fulfil the Audit & Risk Committee’s duties.
The Board considers that as a chartered accountant with
substantial experience in senior finance roles, including as
Chief Financial Officer of a UK-listed company, I have recent
and relevant financial experience and that the Committee
as a whole has competence relevant to the sector.
Audit & Risk Committee meetings
The Audit & Risk Committee met five times during the
year and attendance at those meetings is shown on page
107 of this Corporate Governance statement. Meetings
are scheduled to coincide with key dates in the financial
reporting cycle and a forward agenda is agreed by the
Committee and reviewed on an ongoing basis.
Meetings are attended, by invitation, by the Chair of the
Board, the Chief Financial Officer, the Group Finance
Director and the Group Risk & Assurance Director.
As noted in this Corporate Governance statement, the
Board delegates certain duties, responsibilities and powers
to the Audit & Risk Committee, so that these can receive
suitably focused attention. However, the Audit & Risk
Committee acts on behalf of the full Board, and the matters
reviewed and managed by the Audit & Risk Committee
remain the responsibility of the Directors as a whole.
I also invite our external auditor, Deloitte, to most meetings.
The Audit & Risk Committee regularly meets separately
with Deloitte without others being present. Deloitte meets
the Group Risk & Assurance Director to receive an update
on any audit findings and how risks are being managed;
Deloitte considers the impact of these on its approach to
its work.
Role of the Audit & Risk Committee
Main activities of the Audit &
Risk Committee during the year
The Audit & Risk Committee has delegated authority from
the Board set out in its written terms of reference. The
terms of reference for the Audit & Risk Committee take into
account the requirements of the Code and are available
for inspection at the registered office, at the Annual
General Meeting and on the Group website at http://www.
unitegroup.com/about-us/corporate-governance.
Meetings of the Audit & Risk Committee generally take
place just prior to a Group Board meeting and I report to
the Board, as part of a separate agenda item, on the activity
of the Audit & Risk Committee and matters of particular
relevance to the Board in the conduct of its work. At its
five meetings during the year, the Audit & Risk Committee
focused on the following activities.
The key objectives of the Audit & Risk Committee are:
•
To provide effective governance and control over the
integrity of the Group’s financial reporting and review
significant financial reporting judgements.
•
To support the Board with its ongoing monitoring of the
effectiveness of the Group’s system of internal controls
and risk management systems.
•
To monitor the effectiveness of the Group’s internal
audit function and review its material findings.
•
To oversee the relationship with the external auditor,
including making recommendations to the Board in
relation to the appointment of the external auditor
and monitoring the external auditor’s objectivity
and independence.
The Audit & Risk Committee reviewed the half-year and
annual financial statements and the significant financial
reporting judgements. As part of this review, the Audit
& Risk Committee supported the Board by reviewing the
financial viability and the basis for preparing the accounts
on a going concern basis. This included challenging forecast
cash headroom and reviewing scenarios, which were
determined by management, to stress test the impact of a
range of performance outcomes upon the viability of the
business, in particular with regard to loan covenants.
