The Group is subject to the continuing requirements of the AIM Rules and is committed to adhering to corporate governance standards appropriate for a company of its size. The Group follows the Quoted Companies Alliance guidelines and has Remuneration, Audit and Nomination Committees with written terms of reference and a schedule of matters reserved for the Board, which meet as often as is required. Further information on our current corporate governance arrangements is contained in our latest annual report which is available in the Investor Relations section of this website.
The company is subject to the UK City Code on Takeovers and Mergers.
Itaconix has established an Audit Committee that is comprised of Bryan Dobson and Julian Heslop. Julian Heslop is the Chairman of the Committee. The Audit Committee meets at least twice a year and is responsible for reviewing the integrity of the financial statements of the Group, the Group’s compliance with legal and regulatory requirements, and the adequacy and effectiveness of the Group’s internal financial controls and risk management processes, including the extent to which internal audit review is required. It reviews the external auditors’ performance and independence and makes recommendations to the board on the appointment of the auditors.
Itaconix has established a Remuneration Committee that is comprised of Bryan Dobson, Jim Barber and Julian Heslop. Bryan Dobson is the Chairman of the Committee. The Committee meets at least twice a year and is responsible for determining and reviewing with the board the policy for the remuneration of the executive directors and such other members of the executive management it is designated to consider. Within the terms of the agreed policy, it determines the total individual remuneration of the executive directors. The Committee also approves the design of, and determines targets for, any performance related pay schemes, reviews the design of any share incentive plans, determines the awards to the executive directors and determines the policy for, and scope, of pension arrangements for each executive director.
Itaconix has established a Nominations Committee that is comprised of Bryan Dobson and Julian Heslop, of which Bryan Dobson is the Chairman of the Committee. The Committee meets at least once a year and is responsible for reviewing the structure, size and composition of the board and recommending to the board any changes required, for succession planning and for identifying and nominating for approval of the board candidates to fill vacancies as and when they arise. The Committee is also responsible for reviewing the results of the board performance evaluation process and the membership of the board’s committees and the re-election of directors at the annual general meeting.