Governance
The Board believes that responsible and ethical conduct is fundamental to the Company's everyday business practices, and considers Corporate Social Responsibility as a set of principles that assist in determining business practices. The extent to which individual principles have been formalised is appropriate to the size of the organisation. The Group is committed to equal opportunities and diversity. Selection criteria are strictly geared to selecting candidates who have both personal integrity, and the best experience and skills for the job. Recruitment methods are reviewed regularly. The Company is committed to ensuring the health, safety and welfare of employees, customers, suppliers and visitors.
Having regard to the size and current stage of development of the Company and the fact that the Ordinary Shares are not being listed on the Official List of the UK Listing Authority, the Company intends to comply so far as is appropriate with the Combined Code published by the Financial Reporting Council from time to time. Accordingly, the Supervisory Board has appointed a remuneration and an audit committee with effect from Admission.
The audit committee consists of Bertil Rydevik, Anton Mayr and Richard Parkinson. The Chief Financial Officer may also be invited to attend meetings of the committee. The audit committee is responsible for ensuring that the financial performance of the Company is properly monitored and reported on and for meeting with the auditors and reviewing findings of the audit with the external auditors. It is authorised to seek any information it properly requires from any employee and may call any employee for questioning. The committee meets with the auditors once a year without any members of the Company's management being present and is also responsible for considering and making recommendations regarding the identity and remuneration of such auditors.
The remuneration committee consists of Anton Mayr and Richard Parkinson. It considers and recommends to the Supervisory Board the framework for the remuneration of the Management Board members, and such other officers as it is designated to consider and, within the terms of the agreed policy, considers and recommends to the Supervisory Board the total individual remuneration package of each Management Board member including bonuses, incentive payments and share options or other share awards. It also, subject to existing contractual obligations, reviews the design of all share incentive plans for approval by the Supervisory Board and Shareholders and for each such plan, recommends whether awards are made and, if so, the overall amount of such awards, individual awards and the performance targets to be used. No Director will be involved in decisions concerning their own remuneration.