Whistleblowing and confidential reporting procedures The Group operates a confidential reporting and whistleblowing procedure (known as our “whistleblowing policy”). The policy aims to support the stewardship of the Group’s assets and the integrity of the Financial Statements as well as protecting colleague welfare. The procedure is reviewed annually by the Committee to ensure that it remains fit for purpose. The Group has appointed an independent third party reporting agent to be the first point of contact for those who do not wish to use normal internal line management channels for reporting their concerns. This is advertised both internally, via colleague noticeboards and our intranet, and externally on the website. Colleagues are asked to undertake mandatory training on an annual basis including a reminder on the Code of Ethics policy and the whistleblowing helpline. The Committee reviews any whistleblowing or confidential reporting of concerns raised during the year with respect to their nature, scale and any associated or consequential risks. Review of the Audit Committee’s effectiveness For the reasons described in the Chair’s Introduction to Governance, no Board or Committee evaluation was carried out during the year. External auditor appointment The Committee is responsible for overseeing the relationship with the external auditor, including recommending to the Board their appointment, reappointment and removal, assessing their independence on an ongoing basis and approving the statutory audit fees. The Committee notes the publication in May 2023 of the FRC’s Audit Committees and the External Audit: Minimum Standard. In making these recommendations the Committee considers: • The experience, industry knowledge and expertise of the auditor • The scope and planning of the audit and any variations from the plan • The quality of the processes adopted • The auditor’s explanations of significant risks to audit quality by reference to the Company’s specific circumstances and changes to the risks • The fees charged • Its attitude to, and handling of, key audit judgements • Its ability to challenge and communicate effectively with management • The quality of the final report • The FRC’s Audit Quality Review report relating to the auditor • The appropriate and effective use of experts and specialists PwC were appointed as the Group’s external auditors during the 16-month period ended 30 September 2024. The current audit engagement partner has now served for two periods. The external audit As part of the Board’s responsibility to ensure the integrity of the Company’s financial reporting and audit processes, the Audit Committee undertook a review of the effectiveness of the external audit. PwC is engaged to express an opinion on the Financial Statements. It reviews the data contained in the Financial Statements to the extent necessary to express its opinion. It discusses with management the reporting of results and the financial position of the Company and presents findings to the Committee. Where it makes recommendations in its report to the Committee, the Committee reviews them and agrees with management the manner and extent to which they should be implemented. Each of the Directors in office at the date of this report is not aware of any relevant information that has not been made available to PwC and each Director has taken steps to be aware of all such information and to ensure it is available to PwC. PwC’s audit report is published on pages 99 to 103.
Auditor’s independence and objectivity The Audit Committee confirms that the Company has complied with the provisions of the Statutory Audit Services for Large Companies Market Investigation Order 2014 during the financial year. The Committee received a formal statement of independence from the external auditor. The Committee recognises the importance of ensuring that the independence and objectivity of the external auditor is not impaired through the provision of non-audit services. We have in place robust policies on the use of auditors for non-audit work. Additionally, the Audit Committee’s approval is also required for any fees for any non-audit work undertaken by the auditor. During the year, the Group paid PwC £80,000 (2024: £80,000) for its review of the interim Financial Statements and £2,000 (2024: £2,000) for access to a generic online accounting manual (both of which are non-audit services). These represented 5.1% (2024: 4.9%) of the total audit fees. No other non-audit services were provided by the external auditor. All significant pieces of non-audit work are put to informal tender to suitable parties that, if appropriate, can include the external auditor. Upon review as to suitability and price, the work will then be placed with the service provider recommended. If this is the external auditor, then Audit Committee approval is required. The external auditor was not engaged during the year to provide any services which may have given rise to a conflict of interest. The Committee is satisfied that the overall levels of audit and non-audit fees are not material relative to the income of the external auditor as a whole and therefore that the objectivity and independence of the external auditor were not compromised. During the year, our external auditor received ad hoc Cyber Security services in the ordinary course of business, totalling £13,431 (2024: £151,861). The Committee is satisfied that this work is immaterial and provided on normal commercial terms to both the external auditor and the Company and therefore the objectivity and independence of the external auditor are not compromised. External auditor’s effectiveness Since its appointment, PwC has been fully engaged with both management and the Audit Committee to ensure a smooth and effective implementation of the audit. This has included: • Audit planning: PwC presented a detailed audit plan for the financial year ended 30 September 2025, which included its approach to significant areas of risk. • Independence: PwC has confirmed its independence in accordance with applicable regulations and has established rigorous controls to ensure this is maintained throughout its engagement. • Engagement with management: Feedback from management indicates that PwC has adopted a thorough and collaborative approach to understanding the business’s operations, processes and risk areas. During the financial year, I attended regular meetings with PwC’s engagement partner without management being present. This provided the opportunity for open dialogue. The engagement partner demonstrated her understanding of the Group’s business risks and the consequential impact on the Financial Statements. The Audit Committee will continue to closely monitor PwC’s performance throughout the audit period and conduct a post-audit review to assess its effectiveness in delivering a high quality and independent audit. In line with the UK Corporate Governance Code, the Audit Committee will continue to monitor the effectiveness of the external audit process annually, ensuring that the Company’s auditor continues to meet the highest standards of independence, audit quality and service.
NCC Group plc — Annual report and accounts for the year ended 30 September 2025 75
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