Terms of Reference for the Audit Committee

The Committee has been established by resolution of the Board of Directors of the Company. Amongst other things its main duties are to:

Duties

(a) consider the appointment, resignation or dismissal of the external auditor;

(b) discuss with the external auditor the nature and scope of the audit;

(c) make recommendations to the Board, for it to put to the shareholders for their approval in general meeting, in relation to the appointment of the external auditor and to approve the remuneration and terms of engagement of the external auditor;

(d) review and monitor the external auditor’s independence and objectivity and the effectiveness of the audit process,;

(e) review and consider the results of the external audit, its cost effectiveness and the audit fee;

(f) consider communications from the external auditors on statutory and regulatory audit planning and findings and on material weaknesses in accounting and internal control systems that came to the external auditor’s attention;

(g) review and discuss with management and auditors the preliminary results, interim information, annual financial statements and any other formal statements by the company which are financial in nature before submission to the Board;