Board Committees
Board Committees
The Board has six specific sub Committees, which meet regularly under the terms of reference set by the Board. Copies of these are also available on www.airmauritius.com . Specific responsibilities are assigned to sub-committees of the Board, namely, the Audit Committee, the Risk Management Steering Committee, the Corporate Governance Committee, the Executive Committee, the Staff Committee and the Finance Committee which act within the parameters of their clearly defined terms of reference. As and when necessary other committees have been set up by the Board on an ad-hoc basis to deal with specific issues of relevance to the Company. Each of the Committees has authority to take external advice as required.

Audit Committee (AC);
Risk Management Steering Committee (RMSC);
Staff Committee (SC) formerly known as the Senior Officers Remuneration and Selection Committee (SORSC);
Corporate Governance Committee (CGC);
Finance Committee (FC);
Executive Committee (EXCO);

Audit Committee (AC)

Members:

Louis Rivalland (Chairperson)
Philippe Espitalier-Noël
Daniel Mackay
Banoomatee Veerasamy
Kan Oye Fong Weng-Poorun

Secretary - Fooad Nooraully

In attendance:

Meghanathan Pillay
Vijay Seetul
Dindoyal Sookun
Nazir Shah Kodaruth
Ernst & Young and KPMG.

All members of the Audit Committee are non- executive directors and included one independent Director of the Board. However, the non-executive Chairman of the Audit Committee was not an independent director as prescribed by the Code but had the professional knowledge, expertise and experience in accounting to head this committee. The Board considers that each member brings broad experience and professional knowledge of financial reporting to the Committee’s deliberations. The Committee’s main responsibilities include:

To oversee the financial reporting process to ensure the balance, transparency and integrity of published financial information;
To review the effectiveness of the Company’s internal financial control;
To evaluate the independence and to review the effectiveness of the internal audit function;
To ensure that no unjustified restrictions are made on the internal audit function;
To review the effectiveness of the independent audit process including recommending the appointment and assessing the performance of the external auditor;
To review the Company’s process for monitoring compliance with laws and regulations affecting financial reporting, its Code of Business Practice and Ethics and its Fraud Prevention Policy;
To review the appropriateness of the Group’s accounting policies and consider changes to them; and
To review the significant accounting judgments and monitor the integrity of the annual and interim financial statements. Ultimate responsibility for the approval of the annual and interim financial statements rests with the Board.
Click here for Terms of Reference.

Risk Management Steering Committee (RMSC)

Members:

Arjoon Suddhoo (Chairman)
Meghanathan Pillay
Louis Rivalland
Dev Manraj, GOSK
Ramprakash Maunthrooa
Bissoon Mungroo, GOSK
Secretary - Fooad Nooraully

In attendance:

Vijay Seetul, Dindoyal Sookun, Jean Laval Ah Chip

The Committee's terms of reference include:

Ensuring there is a system of risk assessment across the Company on an on-going basis;
Reviewing the effectiveness of the Company's risk management system including risk assessment reports;
Assisting the Board to understand the total risks facing the Group and the Company;
Approving risk mitigation actions for specific items of risk and identifying areas for system improvements and monitoring;
Reviewing actions taken for specific critical transactions in accordance with the risk map for both financial and non financial risks on a continuing basis;
Setting and approving changes to financial approval limits for hedge and treasury transactions;
Setting and approving risk parameters for the Company's budget each year.

Staff Committee (SC)formerly known as the Senior Officers Remuneration and Selection Committee (SORSC)

Members:

Arjoon Suddhoo (Chairman)
Meghanathan Pillay
Philippe Espitalier-Noël
Marc Hein
Ramprakash Maunthrooa
Sateeaved Seebaluck, GOSK

Secretary - Fooad Nooraully

In attendance:

Balakrishna Seetaramadoo

Click here for Terms of Reference.

Corporate Governance Committee (CGC)


Members:

Muhammad Yoosuf Salemohamed (Chairman)
Meghanathan Pillay
Marc Hein
Daniel Mackay
Bissoon Mungroo, GOSK
Sateeaved Seebaluck, GOSK

Secretary - Fooad Nooraully

The role of the Corporate Governance Committee is to ensure that Board structures as well as reporting requirements on corporate governance, whether in the Annual Report or on an ongoing basis, are in accordance with the principles of good governance and the Code.


Finance Committee (FC)


Members:

Arjoon Suddhoo (Chairman)
Ramprakash Maunthrooa
Philippe Espitalier-Noël
Banoomatee Veerasamy
Muhammad Yoosuf Salemohamed

Secretary - Dindoyal Sookun

In attendance:

Meghanathan Pillay
Vijay Seetul

The Finance Committee monitors all expenses and revenues of the Company by setting well established procedures of accountability and thresholds/ limits of approval, in line with good governance and financial best practice and standards. The Committee’s purpose is to support and advise the Board in overseeing financial affairs, including the review, approval, or recommendation to the Board (in each case consistent with the Board’s delegation of authority) of agreements, financings, capital spending, short, medium and long term purchase agreements, leasing agreements, asset management, revenue obtained from its ongoing and new concerns and other transactions relating to the Company.

Executive Committee (EXCO)


Members:

Arjoon Suddhoo (Chairman)
Ramprakash Maunthrooa
Philippe Espitalier-Noël
Dev Manraj, G.O.S.K
Kan Oye Fong Weng-Poorun

Secretary - Fooad Nooraully

In attendance:

Meghanathan Pillay
Indradev Buton
Vijay Seetul
Ashok Keerodhur
Donald Payen
Garth Gray
Balakrishna Seetaramadoo

The Executive Committee was set up to oversee Executive Management Team during the transitional period pending the recruitment of a new CEO following the departure of Mr Viljoen. It aimed at supporting Executive Management to ensure a smooth handing over period.