公司治理

The Board is committed to the highest standards of corporate governance and intends that the Company should comply with all requirements of the UK Corporate Governance Code that are applicable to it as a ‘smaller company’ (defined in the UK Corporate Governance Code as being a company below the FTSE 350).

治理问题的责任在于董事会,这对本集团活动负责。本公司的公司治理报告,公司符合英国公司治理守则的进一步详情年报和账目截至2020年12月31日止年度(第29页)。The Board considers that the Company is compliant with all aspects of the UK Corporate Governance Code that are applicable to it as a ‘smaller company’ save for A.3.1, which sets out the requirements for the Chairman, and B.1.1 which sets out the requirements for Non-Executive Directors.

A.3.1的代码要求主席应在预约上符合代码规定B.1.1所列的独立性标准。正如主席就是执行董事,并参加本公司的雇员股权计划,他不被视为独立。Nevertheless, the Board considers the Executive nature of his role and his participation in the employee share option scheme (with vesting targets based on time rather than Company performance) does not influence the Chairman’s independence of character and judgement within the meaning of code provision B.1.1 nor does it influence him or the Board in the proper discharge of their duties and the operation of the business of the Group.

我们的非行政团队包括Annette Barnes,Andrew Day,Peter Harkness和Murray Legg,所有这些都被认为是独立的。彼得霍克斯自2009年6月25日起作为非执行董事担任董事会。董事会和提名委员会专门审议了彼得的独立性,并认为服务长度不一定是董事独立的完全或准确的衡量标准。In the Board’s opinion, Peter continues to fulfil the requirements of acting as an independent director and he is an important member of the team with experience of the Group’s operations and history over his term which is a key asset in assisting the executives in delivering the Group’s strategy.