(f) Reviewing the nomination, performance and independence of the external auditors;
(g)
Liaising
with
the
external
auditors
and
ensuring
that
the
annual
audit
is
conducted
in
an
effective
manner
that
is
consistent
with Committee members’ information and knowledge and is adequate for shareholder needs;
(h) Reviewing management processes supporting external reporting;
(i) Reviewing annual accounts and consolidated financial statements and other financial information distributed externally; and
(j)
Reviewing
external
audit
reports
to
ensure
that,
where
major
deficiencies
or
breakdowns
in
controls
or
procedures
have
been
identified, appropriate and prompt remedial action is taken by management.
The
Committee
has
an
advisory
role,
consistent
with
its
purpose
of
assisting
the
Board
in
relation
to
the
matters
with
which
it
is
charged
with
responsibility,
and
does
not
have
any
power
to
commit
the
Board
to
any
recommendation
or
decision
made
by
it
except for matters relating to the appointment, oversight, remuneration and replacement of the external auditors.
The
Committee
has
unrestricted
access
to
management
and
the
external
auditors
as
it
may
consider
appropriate
for
the
proper
performance of its function.
The
Board
of
Directors
shall
appoint
the
chairman
and
members
of
the
Audit
Committee
from
among
the
non-executive
directors
and
external
members
which
must
be
independent.
The
Audit
Committee
will
comprise
a
minimum
of
two
members.
In
any
case
the chairman of the Audit Committee must be appointed from among non-executive directors.
As
of
31
December
2023
Audit
committee
consisted
of
two
members,
Alfons
Balmann
(chairman),
a
non-executive
director
and
Andrzej
Szurek
i
(member),
non-executive
director.
In
the
year
2023
the
work
of
the
Audit
Committee
was
confined
to
reviewing
the
interim
consolidated
financial
statements
and
interim
accounts,
the
consolidated
financial
statements
and
annual
accounts
and
audit reports thereon and appointment of external auditor.
The
role
of
the
Committee
is
to
advise
on
remuneration
and
issues
relevant
to
remuneration
policies
and
practices
for
senior
management.
The
Responsibility
of
the
Remuneration
Committee
includes
issues
regarding
salaries,
bonus
programs
and
other
employments
terms of the CEO and senior management in conjunction with the Board.
Notably, the Remuneration Committee is responsible for:
-
submitting
proposals
to
the
Board
regarding
the
remuneration
of
directors
and
managers,
ensuring
that
these
proposals
are
in
accordance with the remuneration policy adopted by the Company (not adopted yet)
-
discussing
with
the
chief
executive
officer
the
performance
of
executive
management
and
of
the
individual
executives
at
least
once
a
year
based
on
evaluation
criteria
clearly
defined.
The
chief
executive
officer
should
not
be
present
at
the
discussion
of
his
own evaluation;
-
ensuring
that
the
remuneration
of
non-executive
directors
is
proportional
to
their
responsibilities
and
the
time
devoted
to
their
functions.
The
Board
of
Directors
shall
appoint
the
chairman
and
members
of
the
Remuneration
Committee
from
among
the
non-executive
directors
and
external
members
which
must
be
independent.
The
Remuneration
Committee
will
comprise
a
minimum
of
two
members. In any case the chairman of the Remuneration Committee must be appointed from among non-executive directors.
Personnel
IMC
employs
people
based
on
principles
of
equal
opportunity,
without
distinction
to
race,
color,
gender,
sexual
orientation,
religion, descent or origin. IMC standards related to employees and human rights are declared in the following documents:
-
Non-discrimination and equal opportunities in employment Policy
-
Non-discrimination on grounds of sexual orientation and gender identity Policy
-
Policy of collective bargaining
-
Policy on freedom for workers to form or join trade unions
-
Policy of nursing and expectant mothers
-
Policy on working hours and overtime
-
Employment of young person under the age of 18 Policy.
