Corporate Governance 2017-12-01T17:26:09+00:00

CORPORATE GOVERNANCE

The Board of IDE Group Holdings plc is committed to achieving good standards of Corporate Governance, integrity and business ethics for all activities. Although under AIM rules, the company is not obliged to comply with the provisions of the Combined Code, it abides by many of the recommendations contained therein, particularly with regard to the Audit Committee and Remuneration Committee.

Board of Directors

Audit Committee

The Audit Committee comprises Jonathan Watts and Bill Dobbie and is chaired by Katherine Ward. The committee meets at least three times a year at appropriate times in the audit and reporting cycle. The Audit Committee receives and review reports from management and from the Company’s auditors relating to the interim and annual accounts and to the internal control procedures in use throughout the Group. It is responsible for ensuring that the financial performance of the Group is properly reported with particular regard to legal requirements, accounting standards and the AIM Rules for Companies. The ultimate responsibility for reviewing and approving the annual report and accounts and for the half-yearly reports remain with the Board.

The Audit Committee is provided with detail of any proposed related party transactions in order to consider and approve the terms and conditions of such transactions to avoid breaches of the AIM Rules.

Remuneration Committee

The Remuneration Committee comprises Jonathan Watts and Bill Dobbie and is chaired by Katherine Ward. The committee meets at least twice a year and is responsible for determining and reviewing the terms and conditions of service (including remuneration) and termination of executive directors and senior employees and the grant of options under any share option scheme of the Company, implemented from time to time.

Anti-Bribery Policy

IDE Group Holdings plc values its reputation for ethical behaviour and for financial probity and reliability. We shall always act with integrity and professionalism, and we recognise that any involvement in bribery will reflect adversely on that reputation. We aim to counter any risk of bribery within our organisation by

  • Introducing a clear anti-bribery policy;
  • Training all employees so that they can recognise and avoid the use of bribery by themselves and others;
  • Encouraging our employees to be vigilant and to report any suspicion of bribery, providing them with suitable channels of communication and ensuring sensitive information is treated appropriately by introducing a whistleblowing policy to protect employees;
  • Taking firm and vigorous action against any individual(s) involved in bribery

Corporate Governance Code

The Company’s shares are listed on the Alternative Investment Market (“AIM”) of the London Stock Exchange. The Company is subject to the AIM Admission Rules of the London Stock Exchange and is consequently not required to comply with the corporate governance provisions contained within the UK Corporate Governance Code (“the Code”) issued by the Financial Reporting Council in September 2012. The Board does however support the Code and applies it as far as is practicable and appropriate for a public company of its size and nature. The Board is committed to ensuring that high standards of corporate governance are maintained and references the provisions of the Combined Code as modified by the recommendations of the Quoted Companies Alliance.

AGM and other General Meetings

Annual General Meeting