Directors’ Responsibilities
The Board is responsible for creating value for shareholders, determining strategy, investment and acquisition policy, approving significant items of expenditure and consideration of significant financing and legal matters.
The Group is currently led and controlled by a Board consisting of three Executive Directors and four Non-executive Directors. The Board considers that the Non-execuitve Directors are independent and that each has specific expertise and experience, materially enhancing knowledge, judgement and overall performance of the Board
Audit Committee
The Audit Committee meets at least twice each year and at any other time when is it appropriate to consider and discuss audit and accounting related issues. The Audit Committee is responsible for monitoring the quality of internal controls and for ensuring that the financial performance of the Company is properly monitored, controlled, and reported on. It also meets the Company's auditors without executive Board members being present and review reports from the auditors relating to accounts and internal control systems. The Audit Committee comprises two non-executive directors, Mitchell Field and Michael Mangan and is chaired by Tim Yeo.
Remuneration Committee
The Remuneration Committee reviews the performance of the executive Directors and sets the scale and structure of their remuneration and the basis of their service agreements with due regard to the interest of Shareholders. In determining the remuneration of executive Directors the Remuneration Committee also makes recommendations to the Board concerning the allocation of share options to employees. No Director is permitted to participate in discussions of decisions concerning their own remuneration. The Remuneration Committee comprises the Chairman, Tim Yeo and two other non-executive Directors, Mitchell Field and Michael Mangan.
AIM Rules Compliance Committee
The AIM Rules Compliance Committee meets at least twice a year and at any other time when requested by a member of the committee. The AIM Rules Compliance Committee is responsible for , inter alia, monitoring the quality of internal procedures, resources and controls to enable to enable compliance by the Company with the AIM Rules and the AIM Rules for Nominated Advisers and to enable the Company to seek advice from its nominated adviser regarding to do so and to take such advice into account. In undertaking its duties, the committee bears in mind the size, profitability and market capitalization of the Company, its reputation, its performance relative to other similar companies, the performance on individuals and the best interests of shareholders. The AIM Rules Compliance Committee comprises of Tim Yeo chairman, Mitchell Field and Michael Mangan.