Barclays 2015 Annual Report Download - page 45

home.barclays/annualreport Barclays PLC Annual Report 2015 I 43
Committee composition and meetings
The Committee is composed solely of independent non-executive
Directors. Dambisa Moyo retired from the Committee at the end of
August 2015 following a review of Board Committee composition and
size by the Board, which resulted in the membership of each Board
Committee being refreshed. Diane Schueneman was appointed to the
Committee with effect from 1 March 2016. Mike Ashley is the
designated financial expert on the Committee for the purposes of the US
Sarbanes-Oxley Act. Although each member of the Committee has
financial and/or financial services experience, the Board has determined
that the Committee would benefit from additional direct accounting and
auditing experience and consideration is being given to further
appointments to the Committee in order to deepen its expertise in these
areas. You can find more details of the experience of Committee
members in their biographies on pages 36 and 37.
The Committee met 10 times in 2015 and the chart on page 50 shows
how it allocated its time. One meeting was held purely to consider
presentations from the three audit firms bidding for the external audit
tender and was not attended by Mike Ashley. Committee meetings were
attended by management, including the Group Chief Executive, Group
Finance Director, Chief Internal Auditor, Chief Risk Officer, General
Counsel and Head of Compliance, as well as representatives from the
businesses and other functions. The lead audit partner of the external
auditor attended all Committee meetings, except the meeting to
evaluate the external audit tender proposals, and the Committee held a
number of private sessions with each of the Chief Internal Auditor or the
lead audit partner, which were not attended by management.
Member Meetings attended/eligible to attend
Mike Ashley* 9/10
Tim Breedon 10/ 10
Crawford Gillies 10/ 10
Dambisa Moyo (to 31 August 2015)†6/7
Diane de Saint Victor†7/10
* Did not attend the meeting that considered the appointment of a new statutory
auditor given that KPMG, where until 2013 he was a partner, was one of the bidding
audit firms.
† Unable to attend certain meetings owing to prior business commitments. Input was
provided to the Committee Chairman prior to the meeting.
Committee role and responsibilities
The Committee is responsible for:
 assessing the integrity of the Group’s financial reporting and satisfying
itself that any significant financial judgements made by management
are sound
 evaluating the effectiveness of the Group’s internal controls, including
internal financial controls and
 scrutinising the activities and performance of the internal and external
auditors, including monitoring their independence and objectivity.
The Committee’s terms of reference are available at
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