Corporate Governance

The Directors recognize the importance of sound corporate governance and the guidelines set out in the Combined Code. Whilst AIM companies are not obliged to comply with the Combined Code, the Directors comply with the Combined Code so far as is appropriate having regard to the size and nature of the group and the size and constitution of the board. The Company complies with the principles of the Corporate Governance Guidelines for AIM Companies published by the Quoted Companies Alliance in 2007.
The Company has two non-executive Directors - Clive Carver and Edmund Limerick.

Audit Committee

The audit committee, comprising Clive Carver and Edmund Limerick with Clive Carver acting as chairman, determines and examines any matters relating to the financial affairs of the Company including the terms of engagement of the group’s auditors and, in consultation with the auditors, the scope of the audit. The audit committee receives and reviews reports from the management and the external auditors of the group relating to the annual and interim accounts and the accounting and internal control systems of the group. In addition it considers the financial performance, position and prospects of the Company and ensures they are properly monitored and reported on.

Remuneration Committee

The remuneration committee, comprising Clive Carver, David Wilkes, Edmund Limerick and Kuat Oraziman with Clive Carver acting as chairman, reviews the performance of the senior management, sets and reviews their remuneration and the terms of their service contracts and considers the group’s bonus and option schemes.

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