Corporate Governance

The Directors observe the requirements of the UK Corporate Governance Code to the extent they consider appropriate in light of the Company’s size, stage of development and resources and take into account the Corporate Governance Guidelines for Smaller Quoted Companies published by the Quoted Companies Alliance so far as it is practicable and appropriate to a company whose shares are admitted to trading on AIM. Whilst there is no equivalent to the UK Corporate Governance Code in the British Virgin Islands (“BVI”), the BVI Companies Act brings with it a more formalised approach to corporate governance particularly in the areas of the laws and rules as to directors’ duties and liabilities and shareholders’ rights which apply to all BVI companies.

Risk Management and Internal Control

The overall responsibility for risk management and reviewing the effectiveness of internal controls rests with the Board, with assistance from the Audit Committee. Bradda Head’s risk management systems are designed to provide assurance that risk is appropriately identified and effectively managed.

The Company has established the following Committees:

Audit and Risk Committee 

The Audit Committee meets on a regular basis. The responsibilities of the Committee include but are not limited to:

Assisting the Board in discharging their responsibilities relating to accounting policies, internal controls and financial reporting

Recommendations to the Board on the appointment of auditors

Setting of audit fees

Review and approval of non-audit fees, and ensuring external auditors independence is not impaired

Remuneration Committee

The primary purpose of the Remuneration Committee is to attract, retain and motivate staff of a quality to drive the business forward, and to recommend the Directors annual remuneration. The Remuneration Committee has access to external professional advice, at the Companies expense.