Corporate governance, in general terms is the way in which a company is controlled and directed and, in particular, is concerned with the role of the Board of Directors, how the Board and committees of the Board operate, and accountability within the Company.
The Company is registered as a private Limited company.

The Directors believe good corporate governance is essential and have set out below their principles.
 

The Board
The Board of Directors comprises three Executive Directors and one Non-Executive Director. The Executive Directors are the Executive Chairman, the Chief Operations Officer and the Company Finance Director. The Executive Directors and the Non-Executive Director bring a wide range of business experience and expertise to the Board's discussions and decision making. The Board of Directors has put in place an organisational structure with clearly defined responsibilities and delegation of authority. Biographical details of all the Directors are set out on this website in the Corporate section, on a webpage entitled: 'Board of Directors'.
Of Non-Executive Directors, the Board considers that these positions are independent of management.

The full Board meets formally each month to consider all matters of significance for the company as they arise, as well as matters reserved specifically for their consideration. These matters include development of business strategy and policy, the review and approval of operating budgets and monitoring of business performance against objectives, the approval of significant financing and capital expenditure programmes, the approval of business alliances and acquisitions and disposals, the approval of interim and annual financial statements and consideration of matters relating to internal control. The Board is supplied in a timely manner with all relevant information to assist it in the discharge of its duties.

All the Directors have access to the advice and services of the Company Secretary, Jeremy Lee, who is responsible to the Board for ensuring that Board procedures are followed and that applicable rules and regulations are complied with. There is a formal procedure for Directors to obtain independent professional advice in the furtherance of their duties should that be necessary, the cost of which would be met by the company.
 
To facilitate the effective running of each individual business unit, the Board of Directors has put in place an organisation structure with clearly defined lines of responsibility and delegation of authority. Senior management meet monthly to monitor and discuss all major issues affecting the Company which do not require Board Discussion or approval by other Board Committees.
 

Accountability
All the Directors are equally accountable under the law for the proper stewardship of the Company's affairs. The Board acts in a way which allows all Directors to bring their independent judgement to bear on issues of strategy, performance, resources, including key appointments and standards of conduct.
 

Internal Control
The Board of Directors is responsible for ensuring that the Company maintains an adequate system of risk management and internal control. Due to the relatively small size of the Company, the processes it has employed to identify, evaluate and manage significant business risks have been informal, and have depended upon the close involvement of senior management, including the three Executive Directors in all aspects of the Company 's operations.

The Company has undertaken significant integration in all parts of the business during the last 12 months. To maintain an adequate system of risk management and internal control, the Company is updating its internal control environment which will be appropriate for the Company's size and complexity.

The key elements of the Company's internal control are:
 
• A clearly defined management structure and delegation of authority to committees of the Board, heads of department and individual business divisions;
• Regular and comprehensive information provided to management, covering financial performance and key performance, including non-financial measures;
• A detailed budgeting process and rolling strategic plan which is approved by the Board;
• Procedures for the approval of capital expenditure and business acquisitions; and
• Monthly monitoring and re-forecasting of results versus budget, with analysis, investigation and action taken in relation to variances.