Corporate Governance

The company recognises the importance of appropriate corporate governance controls, and has implemented a corporate governance regime which closely follows the UK Model Code of Corporate Governance.

The Board of Directors:
The company is run day-to-day by the Chief Executive, supported by The Chairman and the Board of Directors.

Committees:
The company has established an Audit, Remuneration and Nomination committees, with formally delegated duties and responsibilities.

Audit Committee:
M Battles, K Napaul, J Cook

This committee will have primary responsibility for monitoring the quality of internal controls ensuring that the financial performance of the Company is properly measured and reported on and reviewing reports from the Company’s auditors relating to the Company’s accounting and internal controls, in all cases having due regard to the interests of Shareholders. The Audit Committee will meet at least four times a year at appropriate intervals in the financial reporting and audit cycle and otherwise as required.

Remuneration Committee:
M Battles, P Tucker, J Cook
This committee will set the remuneration policy for all executive directors and review the performance of the executive directors and determine their terms and conditions of service, including their remuneration and pension rights and the grant of options, having due regard to the interests of Shareholders. The Remuneration Committee will meet at least twice a year and at such other times as may be required.

Nomination Committee:
M Battles, P Tucker, J Cook
This committee will regularly review the structure, size and composition (including the skills, knowledge, experience and diversity) of the Board and make recommendations to the Board with regard to any changes and give full consideration to succession planning for directors and other senior executives in the course of its work, taking into account the challenges and opportunities facing the Company and the skills and expertise needed on the Board in the future. The Nomination Committee will meet annually and as required.

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