Audit Committee

The Audit Committee comprises three independent non-executive directors. It receives reports from major business functions including the Risk Assurance Function. It also receives reports from the external auditors. It considers the scope and results of the audit, the interim and annual financial statements and the accounting and internal control systems in place throughout the Group. The Audit Committee reviews the cost effectiveness, independence and objectivity of the internal and external auditors. The Audit Committee carries out the functions required by the Financial Services Authority’s Disclosure and Transparency Rules DTR 7.1.3R on corporate governance in relation to audit committees.

View the Terms of Reference for Stagecoach Group plc Audit Committee in PDF format (67kb)

Remuneration Committee

The Remuneration Committee comprises three independent non-executive directors. It makes recommendations to the Board for ensuring that the Executive Directors’ and senior management remuneration is appropriate to attract, motivate and retain executive directors and senior managers of the quality needed to run the Group’s business successfully. The constitution and operation of the Remuneration Committee is detailed in the Directors’ remuneration report

View the Terms of Reference for Stagecoach Group plc Remuneration Committee in PDF format (51kb)

Nomination Committee

The Nomination Committee comprises four non-executive directors (one of whom is the Chairman of the Company) that the Board considers to be independent. The Committee is responsible for evaluating the balance of skills, knowledge and experience of the Board, and where appropriate suggesting new appointments.

View the Terms of Reference for Stagecoach Group plc Nomination Committee in PDF format (68kb)

Health, Safety and Environmental Committee

The Health, Safety and Environmental Committee is chaired by an independent Non-Executive Director and comprises three other directors. The Committee considers health, safety and environmental issues across the Group and reports regularly to the Board on these matters.

View the Terms of Reference for Stagecoach Group plc Health, Safety and Environmental Committee in PDF format (57kb)

Individual director participation at meetings

The following is a table of participation in full Board meetings, meetings of committees and the Annual General Meeting by director during the year ended 30 April 2009: