Corporate Governance

CORPORATE GOVERNANCE AND BOARD PRACTICES
The Directors recognise the importance of sound corporate governance and will, in so far as is practicable given the Company’s size, its business and the constitution of the Board, comply with the main provisions of the Combined Code: Principles of Corporate Governance and Code of Best Practice.

Board
The Board is responsible for formulating, reviewing and approving the Company’s strategy, budgets and corporate actions. The Company intends to hold Board meetings at least four times each financial year and at other times as and when required.

Committees
The audit committee of the Company, comprising Michael Cunningham and Andrew Leslie (both non-executive Directors) will be chaired by Andrew Leslie and will meet at least twice a year. The audit committee is responsible for ensuring that the Group’s financial performance is properly monitored, controlled and reported. It will also meet the auditors and review reports from the auditors relating to accounts and internal control systems. The audit committee will meet once a year with the auditors. 

The Company has not established a remuneration committee since it does not have any employees or executive directors.

The Company has adopted a model code for Directors’ dealings which is appropriate for an AIM quoted company. The Directors will comply with Rule 21 of the AIM Rules relating to Directors’ dealings and will take all reasonable steps to ensure compliance by the Group’s applicable employees as well.