Directors

The Group is run by its Board of Directors which currently has five members including two Non-executive Directors and meets regularly. The Non-executive Directors make a valuable contribution by bringing a breadth of business and relevant professional experience to the Board. The Board has overall responsibility for the Group and there is a formal schedule of matters specifically reserved for decision by the Board. It is responsible for the overall Group strategy, acquisition and divestment policy, corporate policies, approval of major capital expenditure and consideration of significant capital matters.

Executive Directors

• John Wisbey – Chief Executive Officer
• Paul Tuson - Chief Finance Officer
• Nick Davies - Chief Technology Officer

Non-executive Directors

• Philip Crawford – Non-executive Chairman
• Brian Crowe - Non-executive Director

In addition, the Board has established a remuneration committee and an audit committee with formally delegated duties and responsibilities, which have written terms of reference as summarised below.

Audit Committee

• Brian Crowe (Chair)
• Philip Crawford

Role, responsibilities and terms of reference

The Audit Committee’s role is to assist the Board in the effective discharge of its responsibilities for financial reporting and internal control.

The Audit Committee’s responsibilities include:

• reviewing the integrity of the annual and interim financial statements of the Group, ensuring they comply with legal requirements, accounting standards and the AIM rules and any other formal announcements relating to the Group’s financial performance
• reviewing the Group’s internal financial control and risk management systems
• monitoring and reviewing the requirements for an internal audit function and
• overseeing the relationship with the external auditor, including approval of its remuneration, reviewing the scope of the audit engagement, assessing its independence, monitoring the provision of non-audit services, and considering its reports on the Group’s financial statements.

Remuneration Committee

• Philip Crawford
• Brian Crowe
• John Wisbey

The Remuneration Committee reviews the remuneration structures and performance of the Executive Directors and reviews the remuneration policy for senior management.  The Remuneration Committee meets as and when necessary and has access to professional advice from inside and outside the company.  The Executive Directors determine the remuneration arrangements of the Non-executive Directors.  No Director may participate in decisions regarding their own remuneration.