The Board is responsible for formulating, reviewing and approving the Company’s strategy, budgets and corporate actions. The Board meets regularly throughout the year. To enable the Board to perform its duties, each Director has full access to all relevant information and to the services of the Company Secretary. If necessary, the non-executive Directors may take independent professional advice at the Company’s expense. The Board includes two non-executive Directors. The Board has delegated specific responsibilities to the committees below.
The Remuneration Committee
The remuneration committee comprises two non-executive Directors (Christopher Palmer-Tomkinson and Dr Rob Weinberg), is chaired by Dr Rob Weinberg and meets as required during each financial year. It is responsible for reviewing the performance of the executive Directors and for setting the scale and structure of their remuneration, having due regard to the interests of Shareholders as whole and the performance of the Group. The remuneration committee also administers the Company’s share option arrangements. The remuneration of the non-executive Directors is reviewed by the Board.
The Audit Committee
The audit committee, which comprises two non-executive Directors (Christopher Palmer-Tomkinson and Dr Rob Weinberg), is chaired by Dr Rob Weinberg, and meets on at least two occasions each financial year. It reviews the Company’s interim and annual financial statements before submission to the Board for approval, as well as regular reports from management and the external auditors on accounting and internal control matters. Where appropriate, the audit committee monitors the progress of action taken in relation to such matters. The audit committee also recommends the appointment of, and will review the fees of, the external auditors.
The Share Dealing Code
The Company has adopted a share dealing code for the Directors and its employees, which is appropriate for the company whose shares are admitted to trading on AIM (in order to, among other things, ensure compliance with Rule 21 of the AIM Rules). The Company takes all reasonable steps to ensure compliance with the terms of the share dealing code by the Directors and their connected persons and employees.