The Directors recognise the importance of sound corporate governance and intend that the Company will comply with the main provisions of the Combined Code insofar as they are appropriate given the Company's size and stage of development and will endeavour to follow the recommendations on corporate governance contained in the QCA Guidelines.
The Board is responsible for providing input, reviewing and approving the Company's strategy, budgets and corporate actions. The Directors hold Board meetings monthly and at other times as and when required.
The Company has established properly constituted audit and remuneration committees of the Board with formally delegated duties and responsibilities.
Finance and Audit Committee
The Finance and Audit Committee has primary responsibility for monitoring the quality of internal controls and ensuring the financial performance of the Company is properly measured and reported on. It will receive and review reports from the Company’s management and auditors relating to the interim and annual accounts and the accounting and internal control systems in use throughout the Company. The Finance and Audit Committee will meet not less than twice in each financial year and will have unrestricted access to the Company’s auditors. The members of the Finance and Audit Committee are Bronwyn Constance (Chairman), John Durston and Ian Wightwick.
Remuneration and HR Committee
The Remuneration and HR Committee will review the performance of the executive Directors and senior management and make recommendations to the Board on matters relating to their remuneration and terms of service. The committee will also make recommendations to the Board on proposals for the granting of share options and other equity incentives pursuant to any share option scheme or equity incentive plan in operation from time to time. The committee will meet as and when necessary. In exercising this role, the members of the committee shall have regard to the recommendations put forward in the QCA Guidelines. The members of the Remuneration and HR Committee are John Durston (Chairman), Gordon Merchant and Ian Wightwick.
Share Dealing Code
The Company has adopted and will operate a share dealing code governing the share dealings of the Directors and applicable employees during close periods, in accordance with Rule 21 of the AIM Rules and will take all reasonable steps to ensure compliance by the Directors and applicable employees.
