The full Board performs the function of the Risk Committee.
From time to time, non Board members may be invited to attend Board meetings when risk matters are being discussed.
The Board oversees the Company’s risk management framework.
The Board’s function as a Risk Committee is to review:
- the adequacy of the Company’s processes for managing risk;
- any incident involving fraud or other break down of the Company’s internal controls;
- the Company’s insurance program, having regard to the Company’s business and the insurable risks associated with its business; and
- perform such other functions as assigned by law, the Company’s Constitution or the Board.
The full Board shall meet in its capacity as the Risk Committee at least half-yearly and otherwise as required. Minutes of such meetings must be kept, and the meetings are to be governed by the same rule as set out in the company’s constitution as they apply to meetings of the Board.
Annual responsibilities of the full Board in its capacity as the Risk Committee are as set out in the Risk Committee Charter – annual action points (attached).
- Authority and resources
The Board may, when it considers it necessary or appropriate, obtain independent expert advice.
- Review of Charter
The Board will review this Risk Committee Charter at least annually, and update it as required.