We are committed to complying as far as practicable and appropriate for a public company of its size with the principles of good governance and code of best practice prepared by the Committee on Corporate Governance chaired by Sir Ronald Hampel published in June 1998. 

 

There is a Corporate Governance Committee composed of Non-Executive Directors, which makes a regular assessment of the operating principles of the Company and whether they are in line with best practice guidelines.

 

The Audit Committee composed of Non-Executive Directors meets at least twice a year and is responsible for making recommendations to the Board on the appointment of the auditors and the audit fee, for reviewing conduct and control of the annual audit and for reviewing the operating of the internal financial controls.  Our Audit Committee also has responsibility for the proper reporting of the financial performance of the Group and for reviewing financial statements prior to publication.

 

The Board continues to note the guidance contained in the paper on internal controls issued by the Turnbull Committee, on behalf of the Institute of Chartered Accountants, and review its arrangements as necessary in the light of this guidance.

 

The Remuneration Committee also composed of the Non-Executive Directors reviews the performance of the Executive Directors and sets the scale and structure of their remuneration and the basis of their Service agreements with due regard to the interests of shareholders.  The Remuneration Committee also determines the allocation of share options to employees.  It is a rule of the Remuneration Committee that no Director shall participate in discussions or decisions concerning his own remuneration.