Directors' responsibilities and Board Committees

Last updated: 06.06.18

Directors' responsibilities

Although not required, the Directors have decided to provide limited corporate governance disclosures based on certain of the disclosures required of a listed company. As an AIM listed company, there is no requirement to comply with the UK Corporate Governance Code, issued by the Financial Reporting Council in April 2016. However, the Directors recognise the value of the provisions set out in the Principles of Good Governance and Code of Best Practice in the UK Corporate Governance Code.

The Audit Committee

The Audit Committee, which is chaired by John Taylor on an interim basis and who is supported by Dr Martin Blake, meets no less than twice a year. It is responsible for making recommendations to the Board on the appointment of auditors and the audit fee, for reviewing the conduct and control of the annual audit and for reviewing the operation of the internal financial controls. It also has responsibility for the reporting of the financial performance of the Company and for reviewing financial statements prior to publication. Since 21st December 2018 The Audit Committee has been chaired by John Taylor on an interim basis.

The Remuneration Committee

The Remuneration Committee, which is chaired by John Taylor on an interim basis and who is supported by Dr Martin Blake, meets as required during each financial year. It is responsible for reviewing the performance of the executive directors and setting the scale and structure of their remuneration and the basis of their service agreements with due regard to the interest of shareholders. The Remuneration Committee shall also determine the allocation of share options to employees. It is a rule of the Remuneration Committee that a Director shall not participate in discussions or decisions concerning his/her own remuneration.

The membership of these committees comprises the Non-Executive Directors: Martin Blake and John Taylor.