CORPORATE GOVERNANCE

The Company has considered the principles and provisions of the Combined Code issued by the Committee
on Corporate Governance in July 2003 and applied them to the extent considered appropriate by the Board
given the size of the Group.

  • The Company is headed by an effective Board which leads and controls the Group.

  • There is a clear division of responsibilities in running the Board and running the Group’s business.

  • The Board currently comprises two executive and three non-executive Directors. The Chairman is a nonexecutive
    member of the Board. In view of the size of the Group there is no formal procedure for the
    appointment of new Directors.

  • The Board receives and reviews on a regular basis financial and operating information appropriate to the
    Directors being able to discharge their duties. An annual budget is approved by the Board and a revised
    forecast is prepared at the half year stage. Cashflow and other financial performance indicators are
    monitored monthly against budget.

  • Directors submit themselves for re-election every three years by rotation in accordance with the Articles
    of Association.

  • The Board welcomes communication from the Company’s Shareholders and positively encourages their
    attendance at the Annual General Meeting.

  • In view of the current size of the Group and its Board, the establishment of an audit committee or an
    internal audit department would be inappropriate. However, the auditors to the Group have direct access
    to the non-executive Chairman.


 



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