Corporate Governance

As an AIM-quoted Company, the Group is not required to comply with the requirements of the UK Corporate Governance Code and the Group has not elected to voluntarily comply with the Code.

The Group has however, put in place corporate governance arrangements which reflects the Group’s size and structure. The main features of the Group’s corporate governance arrangements are:

The Board meets on a regular basis and brings independent judgement to bear. It approves budgets, long term plans and significant contracts.
There is a formal schedule of matters reserved for decision by the Board in place.

The Board has three Non-Executive Directors; they all take an active role in board matters.

The Group has an Audit Committee and a Remuneration Committee. These committees consist of the non-executive Directors. They have written constitutions and terms of reference.

The Audit Committee meets twice each year, prior to the publication of the half-yearly and final results. The auditors attend the Audit Committee meeting prior to the publication of the final results.

The Remuneration Committee meets annually to determine the remuneration of the senior executives. Levels of remuneration are set in order to attract and retain the senior executives needed to run the Company without paying more than is necessary for this purpose.

The Board of Directors recognises its overall responsibility for the Group’s system of internal control and for monitoring its effectiveness. All activity is organised within a defined structure with formal lines of responsibility and delegation of authority.
The Group produces information packs on a weekly and monthly basis. These packs, together with annual budgets, enable the Board to monitor operational performance and cash position each month and allocate the Group’s resources.

Share options have been granted to certain Non-Executive Directors (see note 12 to the financial statements).