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
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.