Investor Relations
Governance
Whilst the Company is not subject to the Combined Code on Corporate Governance applicable to companies listed on the Official List, the Directors recognise the importance of sound corporate governance. The Company complies with the Corporate Governance Guidelines for AIM Companies as published by the Quoted Companies Alliance so far as the Directors consider practicable for a company of its size.
Audit Committee
The Board operates an Audit Committee comprising the non-executive directors and chaired by Andrew Beeson. The Audit Committee meets not less than twice a year and is responsible, inter alia, for ensuring that proper financial reporting procedures are maintained, the financial performance of the Company is properly measured and reported on, meeting with the auditors and reviewing reports from the auditors relating to accounting and internal controls.
Remuneration Committee
The Board operates a Remuneration Committee comprising the non-executive directors and chaired by Sir Hayden Phillips. The Remuneration Committee is responsible for reviewing the performance of the executive directors of the Company, setting the scale and structure of their remuneration, determining the payment of bonuses and reviewing the basis of their service agreements with due regard to the best interests of the Company. The Remuneration Committee also makes recommendations to the directors of the Company concerning the grant of share options to directors and employees of the Company under the share option schemes (including the exercise price per share and the applicable performance criteria to such grants). No director of the Company is permitted to participate in discussions or decisions concerning his or her own remuneration.
Nomination Committee
The Board operates a Nomination Committee, comprising the non-executive directors and chaired by Garth Milne. The Nomination Committee meets at least once a year and as and when necessary and is responsible for reviewing the size and composition of the Company’s Board and the board of Westhouse Securities Limited and assessing the suitability of candidates proposed for appointment to either of these boards.