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The Board is committed to maintaining high standards of corporate governance and managing the Company in a flexible, effective and entrepreneurial manner for the benefit of all its stakeholders over the long term. The Company is not subject to the UK Corporate Governance Code (‘the Code’). However, the Board firmly supports the principles of good corporate governance as set out in the Code and complies, so far as it feels is appropriate for an AIM-listed company of its size and complexity, by adopting the Quoted Company Alliance (QCA) Corporate Governance Code for Small and Mid-Size Quoted Companies 2013.
The role of the Board is to establish the overall vision for the Company, provide entrepreneurial leadership to management and deliver shareholder value. It determines corporate strategy, reviews the Group’s operating and financial performance to ensure it is effectively controlled, and is the primary decision-maker for all matters considered to be significant to the Group as a whole. A schedule of those matters reserved for the Board can be viewed here.
The Board has established an audit committee, a remuneration committee and a nomination committee, each with formally delegated duties and responsibilities.
The members of the audit committee are the non-executive directors. The committee receives and reviews reports from management and the Company's auditor relating to the annual and interim accounts and the accounting and internal control systems in use throughout the Group.
The members of the renumeration committee are the non-executive directors.The committee reviews the scale and structure of the executive directors and senior managers' remuneration and the terms of their service contracts.
The remuneration and terms and conditions of appointment of the non-executive directors is set by the Board.
The nomination committee comprises all members of the Board. The committee is responsible for leading the process for board appointments and making recommendations to the Board to implement a formal and transparent procedure for the appointment of new directors to the Board.