The Board recognises the importance of good corporate governance and intends, following Admission, so far as it is practicable and appropriate for a company of its size, stage of development and nature as a Company whose securities are traded on AIM to follow the provisions of the UK Corporate Governance Code as published by the Financial Reporting Council
In addition, the Board intends to comply with the provisions of the Corporate Governance Guidelines for Smaller Quoted Companies as published by the Quoted Companies Alliance. In particular:
- The roles of Chairman and Chief Executive are split.
- The Chief Executive is accountable to the Board for the operating and financial performance of the businesses.
- The Board is responsible for setting strategy and medium term plans, approving the appointment of senior staff, setting remuneration and devising incentive programmes, agreeing financial and accounting policies and ensuring that the shareholders are properly informed about the state of the businesses.
- The Board comprises the Chief Executive, The Finance Director, and three Non-Executive Directors, one of whom is the Chairman.
- The Board are currently seeking a further Non-Executive Director following the departure of a Non-Executive Director at the end of April. The Board currently has a sufficient range of relevant operational and financial experience to be able to discharge its responsibilities without the formality of individual committees as envisaged by the Code.
- Following the Group’s admission to the AIM market the Board will be reconstituting a Remuneration Committee and will be appointing an Audit Committee.
- The Board takes external advice as appropriate.
Any deviations from the Code are permitted in the Code’s exceptions for companies which are not listed on the London Stock Exchange. In Good Energy’s case, the principal deviations are:
- Three of the Directors have substantial shareholdings in the Company, in aggregate representing approximately 25% of the issued capital.
- The detailed proceedings of Board Meetings in relation to their deliberations on remuneration, auditing and other subjects nominated by the Code are not disclosed in the Company’s Report and Accounts.