Annual Reports and Accounts 2007-2008

Financial Statements

• Financial Review
• Corporate Social Responsibility
• Corporate Governance Statement
  • The Board Constitution and Procedures
  • Board Committees
  • Audit Committee
  • Remuneration Committee
  • Nomination Committee
  • Evaluation
  • Communication with Investors
  • Accountability and Audit
  • Directors’ Attendance
• Directors' Report
• Remuneration Report
• Regulatory Developments
• Report of the Independent Auditor to the Members of Sportingbet Plc

---

Corporate Governance Statement

Audit Committee

The Audit Committee is chaired by Nigel Payne (who has recent and relevant financial experience for this role, as indicated on page 23). Its other members are Peter Dicks, who was appointed to the Committee on 1 February 2008 and Sean O’Connor who was first appointed to the Committee on 30 January 2001.

The Company believes that a membership of three reflects the size of the business (as defined by the Code) going forward. Furthermore, the Company recognises that it does not comply with provision C.3.1 in that not all the members of the Committee are Independent Non-Executive Directors (as defined by the Code, and as explained above). The Board considered that in order to ensure the effective working of the Committee it was appropriate to appoint Nigel Payne as Chairman and Peter Dicks as a member of the Committee, and is confident of their experience to ensure the Committee’s affairs are conducted in an impartial and objective manner. The Committee’s Secretary is Daniel Talisman, the Company Secretary.

The Audit Committee meets at least twice a year (and met four times during the last financial year) and normally invites a representative of both the auditors and the Executive Directors to attend its meetings, the latter usually being the Group Finance Director. At the end of each meeting the auditors are invited to meet with the Committee with no Executive or staff members present. The Terms of Reference of the Committee include monitoring the integrity of the financial statements, monitoring the internal and external audit function and reviewing accounting policies, financial controls and financial reporting procedures. The Committee also has responsibility for reviewing the effectiveness of the Group’s internal control and risk management systems, described in more detail later in this section. During the year, the Committee received presentations from senior management on the key risks and control issues in their respective business areas and reviewed risk mitigation plans for critical risks. Terms of Reference for the Committee can be viewed on the Company’s website and are available in writing on request.

---