The Board
The Board has a formal schedule of matters reserved to it and meets regularly. It is responsible for overall strategy, approval of major capital expenditure projects, and consideration of significant financing matters.
It monitors exposure to key business risks and reviews strategic direction, codes of conduct, annual budgets, progress towards achievement of those budgets, and capital expenditure programmes.The Board also considers environmental and employee issues and key appointments. It also ensures that all directors receive appropriate training on appointment and then subsequently as appropriate. A budget is established for this purpose.
All directors, in accordance with the Code, will submit themselves for re-election at least once every three years.
The Chairman is mainly responsible for the running of the Board and ensures that all directors receive sufficient relevant information on financial, business and corporate issues prior to meetings.
The Chief Executive’s responsibilities focus on co-ordinating the Company’s business and implementing strategy.
All of the directors are responsible for:
• Keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the requirements of the Companies Act 1985.
• Safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
• The Company’s system of internal control and for reviewing the system’s effectiveness. Such a system is designed to manage, rather than eliminate, the risk of failure to achieve business objectives and can provide only reasonable but not absolute assurance against material misstatement or loss.
• Preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Committees
The Board considers it is a small Board and therefore is not required to establish a Nominations Committee. Consideration of any new appointment to the Board is dealt with by the Board as a whole.
An Audit Committee has been established comprising solely of the non-executive director. A Remuneration Committee has been established comprising of the Chairman and the Chief Executive. |