Corporate Governance

Responsibilities of the members of the Board of Directors

From 28 September 2018, the Company is required under the AIM Rules to comply with a recognised corporate governance code chosen by the Board. The Board recognises the importance of sound corporate governance and intends that the Company will comply with the provisions of the QCA Code. The Company shall disclose on its website how it complies with the QCA Code and where it departs from the QCA Code, will explain the reasons for doing so.

 

Audit Committee

A minimum of two non-executive directors

The Audit Committee is primarily responsible for ensuring that the financial performance of the company is properly measured and reported on for reviewing reports from auditors relating to the company’s accounting and internal controls and for reviewing the effectiveness of the company’s systems of internal control.

Terms of Reference – Audit Committee

The Audit Committee is chaired by Tanya Raynes with the other members being Tracy Watkinson and Paul Hird

 

Remuneration Committee

A minimum of two non-executive directors.

The Remuneration Committee is primarily responsible for monitoring and approving all elements of the executive directors’ remuneration, as well as their performance management.

Terms of Reference – Remuneration Committee

The Remuneration Committee is chaired by Tracy Watkinson with the other members being Tanya Raynes and Paul Hird.

 

Nomination committee

A minimum of two non-executive directors.

The Nomination Committee is primarily responsible for appointing new board members.

Terms of Reference – Nominations Committee

The Nomination Committee is chaired by Tracy Watkinson with the other members being Tanya Raynes and Paul Hird.

 

Risk Committee

A minimum of two non-executive directors

The purpose of the Risk Management Committee (the “Committee”) is to identify, assess, monitor and manage risk. The Committee is to oversee, report and make recommendations to the Board in respect of financial and non-financial risks faced by the Company.

Terms of Reference – Risk Committee

The Risk Committee is chaired by Paul Hird with the other members being Tracy Watkinson and Tanya Raynes.

 

Compliance with the QCA Corporate Governance Code

The ten principles of the code are set out in our Annual Report and Accounts and can be found on page 32. Please click on the link for an electronic copy of these accounts: Final Results for the year ended 31 May 2023. The Board can confirm that we are in compliance with the requirements of the code and the table on page 32 provides signposts to the relevant disclosures and explanation.

The above information has been disclosed pursuant to Rule 26 of the AIM Rules for Companies. Information last updated 7 November 2023.