Current Price (HZD) 154.75p
The Directors recognise the importance of sound corporate governance and intend to comply with the Corporate Governance Guidelines, to the extent appropriate for a company of its nature and size. The Corporate Governance Guidelines were devised by the QCA, in consultation with a number of significant institutional small company investors, as an alternative corporate governance code applicable to AIM companies. An alternative code was proposed because the QCA considers the UK Corporate Governance.
In accordance with best practice, the Company has established Audit and Remuneration Committees with written terms of reference for each which deal with their authorities and duties. The full terms of reference of each of these committees have been published on the Company’s website.
The Board of Directors has established an audit committee with formally delegated duties and responsibilities. The audit committee will be chaired in the interim by Dr Ian Gilham and its other members are Richard Vellacott, Dr Jonathan Milner, Susan Searle and Dr Susan Galbraith. It is the intention of the Company to add another Non-executive Director with specific financial and/or accounting expertise to assume the chair of the audit committee. This appointment is expected to be completed within the next few months. The audit committee will meet at least twice a year and will be responsible for ensuring that the financial performance of the Company is properly reported on and monitored, including reviews of the annual and interim accounts, results announcements, internal control systems and procedures and accounting policies.
The remuneration committee is chaired by Susan Searle and its other members Dr Jonathan Milner, Dr Vishal Gulati and Dr Ian Gilham (Chairman) It is expected to meet not less than twice a year. Executive Directors may attend meetings at the Committee’s invitation. The remuneration committee has responsibility for recommending, within agreed terms of reference, the Group’s policy on the remuneration of senior executives and specific remuneration packages for Executive Directors, including pension rights and compensation payments. It is also responsible for making recommendations for grants of options under the Long Term Incentive Plan. The Board as a whole is responsible for approving recommendations made by the remuneration committee. The remuneration of Non-executive Directors is a matter for the Board. No Director may be involved in any discussions relating to their own remuneration.
AIM compliance committee
The Company has established an AIM Compliance Committee to ensure that the Company is complying with the AIM Rules. In addition, the committee will assess the Company’s corporate governance obligations every year. The AIM compliance and corporate governance committee is chaired by Dr Ian Gilham (Chairman) and its other members are Richard Vellacott, Dr Jonathan Milner, Susan Searle and Dr Susan Galbraith.