Corporate Governance
In formulating the Company's corporate governance procedures, the Board of Directors has considered the principles of good governance set out in the Revised Combined Code issued by the Financial Reporting Council in July 2003 (as appended to the Listing Rules of the Financial Services Authority).
As an AIM company there is no requirement to adopt the Combined Code. However, the Company is committed to applying the highest principles of corporate governance and has applied the recommendations of the Combined Code as far as practicable in relation to the size and stage of development of the Group.
The Board has established an audit committee and a remuneration committee, each with formally delegated duties and responsibilities.
Audit Committee
The audit committee comprises James Bunyan (Chairman) and Roger Davey. It will receive and review reports from management and the Company’s auditors relating to the annual and interim accounts and the accounting and internal control systems in use throughout the Group. The audit committee will have full access to and oversee the relationship with the Group’s auditors.
Remuneration Committee
The remuneration committee comprises Roger Davey (Chairman) and James Bunyan. It will review the scale and structure of the executive Directors’ remuneration and the terms of their service contracts. The remuneration and terms and conditions of appointment of the non-executive directors will be set by the Board. No Director or manager of the Company may participate in any meeting at which discussion or any decision regarding his own remuneration takes place. The remuneration committee will also administer the Share Option Scheme.
