Experian 2016 Annual Report Download - page 78

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I am pleased to present the Committee’s report for the year ended 31 March 2016, and outline how the Committee discharged its
duties during the year. The overarching role of the Committee is to monitor the integrity of the Group’s financial reporting, ensuring
that any judgments made are appropriate, and that the external auditor is independent and effective in its role. We also need to
be robust in ensuring that the Group has an effective internal control framework, by reviewing the effectiveness of our system of
internal control, including the risk management system. I consider that the Committee members’ collective international experience
enables them to act effectively in these areas.
The key focus areas this year, beyond the Committee’s standing list of business, included a comprehensive review of the client-
related data security incident in North America in September 2015. In particular, the Committee reviewed and received briefings
from the Group’s General Counsel on the sequence of events and the way in which the Group had been attacked. The Committee
also discussed the remediation actions, both immediate and longer term, that the incident had prompted, noting the comprehensive
nature of the longer-term actions which reflected the seriousness of the incident, and the determined and thorough way in which the
management team was responding. The Committee also approved risk appetite statements, and recommended them to the Board
for approval – more detail on the process underlying this is given in the Principal risks section – and approved a tax policy for the
Group. An additional focus this year was on reviewing and agreeing the process for, and making recommendations to the Board on,
the Group’s viability statement (as recommended by the UK Corporate Governance Code).
This report also contains: details of the significant issues the Committee considered in relation to the financial statements and how
these were addressed; a brief outline of the appointment of KPMG as the Group’s external auditor; and the Committee’s process for
concluding that this Annual Report was fair, balanced and understandable.
The Committee was in place throughout the year ended 31 March 2016 and we met five times during the year, with four meetings
timed to coincide with key dates in the Groups financial reporting and audit cycle, and one ad hoc meeting to receive an update on
the September 2015 data security incident and approve risk appetite statements. The list of Committee members appears above, and
the Board considers all of them to be independent non-executive directors, in line with the UK Corporate Governance Code. As well
as Committee members, the Chairman and other Board members also attend Committee meetings by invitation. The Group General
Counsel, Head of Group Internal Audit and representatives from the external auditor also attend Committee meetings. We also meet,
as a Committee, with the external auditor and the Head of Group Internal Audit without management present.
AUDIT COMMITTEE REPORT
All Committee members are considered to be appropriately experienced, but Deirdre Mahlan and George Rose are considered to have significant,
recent and relevant financial experience, in line with the UK Corporate Governance Code. The Committee’s terms of reference can be found at
www.experianplc.com/about-us/corporate-governance/board-committees/.
Deirdre Mahlan – Chairman
Current members
Deirdre Mahlan (Chairman)
Roger Davis
Luiz Fleury
George Rose
Paul Walker
Corporate governance report continued
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76 Governance Corporate governance report