Corporate Governance

Board Committees

Audit Committee

The Committee is chaired by Penny Judd; its other members are Ken Fry and Nick Kent. The Audit Committee meets at least twice a year and has unrestricted access to the Group’s auditors.

The Audit Committee has responsibility for monitoring the quality of internal controls and ensuring that the financial performance of the Group is properly measured and reported on. It receives and reviews reports from the Group’s management and auditors relating to the interim and annual accounts and the accounting and internal control systems in use throughout the Group. The Committee considers the appointment of, and the fees payable to, the external auditor and discusses with it the scope of the annual audit. The Committee also reviews the external auditor’s management letter and detailed presentations are made to the Committee by the auditor at least once a year.

The auditor, KPMG LLP, attends Committee meetings at the request of the Chair, including meeting without the Executive Directors being in attendance to ensure independence.

Remuneration Committee

The Committee is chaired by Nick Kent; its other members are Ken Fry and Penny Judd. The Remuneration Committee meets as and when necessary, but at least twice a year.

The Remuneration Committee is responsible for assessing the performance of the Executive Directors, Chairman of the Board and the executives of the Group, and making recommendations to the Board on matters relating to their remuneration and terms of service. The Committee formulates and reviews annually the Group’s remuneration policy, the key components of which can be read in Alpha’s Annual Report 2019. The objective of the remuneration policy is to ensure that the remuneration of the Board and executive levels of the Group can continue to attract, retain and incentivise appropriately qualified staff in order to achieve its goals. As part of that role, the Committee oversees the definition and administers the operation of the Group’s other commercial benefits and terms of employment, such as share option schemes and equity incentive plans.

The Committee members have regards for the QCA Code and, where appropriate, the QCA Remuneration Committee Guide and associated guidance when putting forward its recommendations.

Nomination Committee

The Committee is chaired by Ken Fry; its other members are Penny Judd and Euan Fraser. The Nomination Committee meets as and when necessary, but at least twice a year.

The Nomination Committee is responsible for evaluating the balance of skills, experience, independence and knowledge of the Board. It will prepare a description of the role and capabilities for any new appointments, and identify suitable candidates. The principal duty of the Committee is to review the structure, size and composition of the Board, including skills, knowledge, experience and diversity. It considers succession planning for the Directors and key executive team members, taking into account the challenges and opportunities facing the Company and the wider Group, along with skills and expertise required in the future.

Alpha is an equal opportunities employer and the Group’s policy is to ensure that all employees, or those seeking employment, are treated fairly. This policy applies at Board and committee level, and across the wider group.