Governance

The Directors are aware of the importance of the Combined Code and following Admission will comply with its principles so far as is practicable and appropriate in the light of the nature of the Company and the size and composition of the Board and the roles of its members.

The Board has established audit, remuneration and appointments committees. The Company has appointed Mr Derek Tullett, Mr Brian Kaye and Mr Eddie Jordan as non-executive Directors. Mr Tullett is chair of the audit committee and nominations committee and Mr Kaye is chair of the remuneration committee.

The audit committee receive and review 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. The audit committee have unrestricted access to the Group's external auditors.

The remuneration committee set and review the scale and structure of the executive Directors' and the senior management's remuneration and the terms of their service contracts with due regard to the interests of the Shareholders. The remuneration and terms and conditions of appointment of the non-executive Directors is set by the Board. No director or member of the senior management is permitted to participate in discussions or decisions concerning their own remuneration.

The nomination committee meet as and when necessary to assess the suitability of candidates proposed for appointment to the Board. In exercising this role, the committee have regard to the recommendations put forward in the Combined Code.

The Company has adopted a code for regulating dealings in Ordinary Shares by Directors and employees which is appropriate for an AIM quoted company.