Corporate Governance

The Company supports the highest standards of corporate governance and recognises the importance of the UK Corporate Governance Code (compliance with which is not mandatory for companies admitted to trading on the NEX Exchange Growth Market). The Company intends to comply with its principles so far as it is practicable and appropriate given the nature and size of the Company and the size and constitution of the Board. The Board also intends to apply the relevant principles of the Corporate Governance Code for small and mid-size quoted companies as published by the Quoted Companies Alliance in May 2013.

Board

The Board will be responsible for the strategic direction of the Company, monitoring the Group's trading performance and appraising and executing development and acquisition opportunities. The Company will hold regular Board meetings, at which financial and other reports, including, inter alia, working capital reports, review of new business opportunities and acquisition opportunities, will be considered and, where appropriate, voted on.

Details of the Board members' beneficial interests in Ordinary Shares are set out in the Board of Directors section of the website.

Committees

The Audit Committee, comprising Alan Kitchin and Aamir Quraishi (both Non-Executive Directors), will be chaired by Aamir Quraishi and will meet at least twice a year. The Audit Committee is responsible for ensuring that the Group's financial performance is properly monitored, controlled and reported. It will also meet the auditors and review reports from the auditors relating to accounts and internal control systems. The Audit Committee will meet once a year with the auditors.

The Remuneration Committee, comprising Alan Kitchin and Lee Keen Whye (both Non-Executive Directors), will be chaired by Alan Kitchin and will set and review the scale and structure of the Executive Directors' remuneration packages, including share options and the terms of their service contracts. The remuneration and the terms and conditions of the Non-Executive Directors will be determined by the Board with due regard to the interests of the Shareholders and the performance of the Group.

The Nomination Committee, comprising Alan Kitchin and Aamir Quraishi (both Non-Executive Directors), will be chaired by Alan Kitchin. The Nomination Committee is focused on evaluating the Group's board of directors to ensure it is appropriately constituted and has the necessary skills and characteristics that are deemed necessary for SG Recruitment Limited. The Nomination Committee is also responsible for reviewing and changing corporate governance policies ss may be required.

 

Page last up-dated: 6 December 2018

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