The Directors recognise the importance of sound corporate governance and intend to observe the requirements of the QCA Guidelines to the extent they consider appropriate in light of the Company’s size, stage of development and resources.
The Directors have established financial controls and reporting procedures that are considered appropriate given the size and structure of the Group. The Board will meet regularly and be responsible for strategy, performance, approval of major capital projects and the framework of internal controls. The Board will have a formal schedule of matters specifically reserved to it for decision including matters relating to management structure and appointments, strategic and policy considerations, transactions and finance. To enable the Board to discharge its duties, all the Directors will receive timely information.
The Company has adopted a share dealing code for dealings in shares by directors and senior employees that is appropriate for a company whose shares are traded on the AIM Market.
The Company is incorporated in the UK and therefore is subject to the UK city code on Takeovers and Mergers.
The Company has established an audit committee and a remuneration committee. The members of the audit committee and the remuneration committee will be the non-executive directors of the Company from time to time of whom a majority will be independent. The constitution of the audit committee and the remuneration committee will comprise Ronald Harwood and Leonard Wallace, with Ron Harwood chairing the audit committee and Leonard Wallace chairing the remuneration committee. The chairman of each of these committees will be periodically reviewed.