The Board, Sub-Committees and Administration
Corporate Governance
The Board comprises three independent non-executive directors and two non-independent non-executive directors. The Directors recognise the importance of sound corporate governance and monitor compliance with the Quoted Companies Alliance Corporate Governance Guidelines for AIM Companies. In particular, the Directors are responsible for overseeing the effectiveness of the internal controls of the Company designed to ensure that the assets of the Company are safeguarded, that proper accounting records are maintained and that the financial information on which business decisions are made and which is issued for publication is reliable.
The Board established an audit committee with formally delegated duties and responsibilities, comprising two directors. The audit committee meets at least twice a year and is responsible for ensuring that the financial performance of the Company is properly reported on and monitored, including reviews of the annual and interim accounts, results announcements, internal control systems and procedures and accounting policies.
The Board, inter alia, monitors and reviews the performance of the Investment Advisor, the terms of the Investment advisory Agreement and the framework for the remuneration of the directors of the Company, where applicable.
Administrator and Secretary
The Administrator, Maitland Services Limited, was incorporated in the Isle of Man on 16 August 1990 under registered number 050622C as a private company with limited liability under the provisions of the Isle of Man Companies Acts 1931-2004. The Administrator is licensed as a Corporate Service Provider in the Isle of Man pursuant to section 3 of the Corporate Services Providers Act 2000. The Administrator has been appointed as administrator pursuant to an administration agreement. In such capacity, the Administrator is responsible for the day-to-day administration of the Company including keeping the statutory records of the Company, and to provide a company secretary for the general secretarial functions required by the Company. The Administrator uses the services of the CREST Settlement Agent for the purposes of settling share transactions through CREST. The cost of this service is borne by the Company. Book-keeping and accounting functions are undertaken on behalf of the Company by the Investment Advisor.
