The Directors acknowledge the importance of the principles set out in the Combined Code. Although compliance with the Combined Code is not compulsory for AIM companies, the Directors intend to apply the principles as far as practicable and appropriate for a public company of this nature and size.
The board consists of four executive and two non executive directors. The board meets every second month and is responsible for all aspects of the management and strategic goals of the company.
The Board has established the following committees:
The audit committee will be chaired by Sir Michael Pakenham and will also comprise Sir Malcolm Ross. It is responsible for providing formal and transparent arrangements for considering how to apply suitable financial reporting and internal control principles having regard to good corporate governance and maintaining an appropriate relationship with the Group’s auditors.
The remuneration committee will be chaired by Sir Malcolm Ross and will also comprise Sir Michael Pakenham and Peter Fowler. The remuneration committee is responsible for establishing a formal and transparent procedure for developing policy on executive remuneration and to set the remuneration packages of individual Directors. This includes agreeing with the Board the framework for remuneration of the Chief Executive, all other executive Directors, the Company Secretary and such other members of the executive management of the Company as it is designated to consider. It is furthermore responsible for determining the total individual remuneration packages of each Director including, where appropriate, bonuses, incentive payments and share options.
Share Dealing Code
The Company has adopted and will operate a share dealing code for Directors and applicable employees in compliance with Rule 21 of the AIM Rules and will take proper steps to ensure compliance by the Directors and those employees.
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