Corporate Governance

Relations with shareholders

The Chief Executive Officer is the Group’s principal spokesperson with investors, fund managers, the press and other interested parties. At the Annual General Meeting, private investors are given the opportunity to question the Board.

Internal control

The Board acknowledges its responsibility for establishing and monitoring the Group’s systems of internal control. Although no system of internal control can provide absolute assurance against material misstatement or loss, the Group’s systems are designed to provide the directors with reasonable assurance that problems are identified on a timely basis and dealt with appropriately.

The Board reviews the effectiveness of the systems of internal control and considers the major business risks and the control environment. No weakness in internal financial control has resulted in material losses, contingencies or uncertainties which would require disclosure as recommended by the guidance for directors on reporting on internal control.

In light of this control environment the Board considers that there is no current requirement for a separate internal audit function.

Compliance with relevant legislation

All directors are kept informed of changes in relevant legislation and changing commercial risks with the assistance of the Company’s legal advisers and auditors where appropriate. The directors have taken appropriate legal advice and implemented internal training and reporting procedures to ensure compliance with the UK Bribery Act 2010 (the “Bribery Act”). Notwithstanding the fact that the Company is not UK-resident, the directors have formed the view that it is appropriate for the Company to maintain compliance with the Bribery Act

The Company also notes Rule 21 of the AIM Rules for Companies, including the provisions regarding Directors’ dealings, and has taken all reasonable steps to ensure compliance by the Directors and applicable employees. Accordingly, the Company has adopted a share dealing code for the Directors and employees in accordance with the AIM Rules for Companies.