The Board is committed to the highest standards of corporate governance and
bases its actions on the principles set out in the June 2008 Combined Code
on Corporate Governance published by the Financial Reporting Council. The
Board currently comprises the Chief Executive Officer, the Chief Financial
Officer, the Chief Operating Officer, the Asset Development Director and six
non-executive directors. As recommended by the Combined Code, the roles of
Chairman and Chief Executive are separate and the Chairman is independent.
The Combined Code recommends that at least half the Board (excluding the Chairman)
should be non-executive directors who are independent in character and judgment
and free from relationships or circumstances which are likely to affect, or
could appear to affect, the director’s judgment. The Group has four non-executive
directors (in addition to the Chairman) who, in the opinion of the Board, are
independent in character and judgment.
The composition of the Board will be reviewed regularly. Appropriate training
and an induction programme is undertaken in respect of all directors on appointment
and subsequently as necessary, taking into account existing qualifications
and experience. One third of all directors are subject to election by shareholders
each year.
The Board intends to meet at least five times a year. At these meetings, the
Board will review the Company’s long-term strategic direction and financial
plans.
In addition, the Company has adopted a code of securities dealings in relation
to the Ordinary Shares, which is based on, and is no less exacting than, the
Model Code published in the Listing Rules. This code will apply to Directors
and other persons discharging managerial responsibilities.