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Version date: 8 November 2010 - onwards

21.0 Audit Committee

21.1 The number of members of an Audit Committee shall be sufficient to handle the size and complexity of the business conducted by it.

21.2 An Audit Committee shall be composed of non-executive directors, the majority of directors being independent.

21.3 The Chairman of the Audit Committee shall be an independent non- executive director.

21.4 Subject to the provision contained in Section 18.1, neither the Chairman of the board nor the CEO shall be a member of the Audit Committee. The Attendance by the CEO or board Chairman at Audit Committees shall be by invitation and shall be managed to ensure the independence of the committee and the maintenance of appropriate relationships with other parties especially external auditors.

21.5 Audit Committee meetings shall be held at regular intervals and, where appropriate, to coincide with important financial reporting dates. They shall usually only be attended by the Chairman and members of the Audit Committee. However, members may also request

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