The Board recognises the value of good Corporate Governance and can confirm that it complies with the Quoted Companies Alliance Corporate Governance Code 2018 (the 'QCA Code') as required by the AIM Rules, as well as other corporate governance standards that are appropriate and relevant to our culture, status, profile, size and circumstances.

The Company has applied the ten principles of the QCA Code throughout the year and the Board can confirm that the Company has complied with the QCA Code and its internal control requirements for the period under review. The Code and these standards are integrated into the Group’s operations and work to support the achievement of our strategic objectives.

Whilst day-to-day operational decisions are managed by the Chief Executive Officer, certain strategic decision-making powers and authorities of the Company are reserved as matters for the Board.

Role of the Board

To ensure that the business is managed for the long-term benefit of all shareholders, whilst at the same time having regard for our employees, customers, suppliers and the impact of our activities on both the environment and the communities in which we operate.

Matters reserved for the Board

  • Determining the Group’s overall strategy and direction;
  • Establishing and maintaining controls, audit processes and risk management policies to ensure they counter identified risks and that the Group operates efficiently;
  • Approving budgets and reviewing performance relative to those budgets and approving the financial statements;
  • Approving material agreements and non-recurring projects;
  • Approving senior appointments, in particular Board appointments;
  • Reviewing and approving remuneration policies;
  • and Promoting a corporate culture based on sound ethical values and behaviours

Risk management 

To ensure sustainable delivery of shareholder value the Company has implemented a risk management framework and management structure that ensures risks are identified, assessed and mitigated wherever possible. It is recognised that certain risks are beyond the control of the Company; however, the Board is committed to the protection and enhancement of the assets and reputation of AB Dynamics.

Chaired by: Louise Evans

Number of meetings in the year: 2

Role of the Committee:

The audit and risk committee is responsible for ensuring that the financial performance of the Group is properly reported and monitored and for meeting the auditors and reviewing the reports from the auditors relating to accounts and internal control systems. The audit and risk committee will have discussions with the external auditors at least once a year without any executive Directors being present.

Chaired by: Dick Elsy

Number of meetings in the year: 3 plus ad hoc

Role of the Committee:

The remuneration committee reviews the performance of the executive Directors and sets and reviews the scale and structure of their remuneration and the terms of their service agreements with due regard to the interests of the Shareholders. In determining the remuneration of executive Directors, the remuneration committee seeks to enable the Company to attract and retain executives of high calibre. No director is permitted to participate in discussions or decisions concerning his or her own remuneration. The remuneration committee will meet as and when necessary.

Chaired by: Richard Hickinbotham

Number of meetings in the year: 2 plus ad hoc

Role of the Committee:

The nomination committee is responsible for recommendations to the Board for the appointment of additional directors or replacement of current directors and for succession planning for the Company.

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