OBERON GROUP
CORPORATE GOVERNANCE
The Directors recognise the value and importance of high standards of corporate governance and intend to take account of the requirements of the QCA Code to the extent that they consider it appropriate having regard to the Company’s size, board structure, stage of development and resources.
The QCA has identified 10 principles that focus on the pursuit of medium to long-term growth in value for shareholders without stifling the entrepreneurial spirit in which a company was created. Full details of how Oberon Investments complies with these can be found in the file below.
THE BOARD
The Board is responsible for the overall management of the Group, including the formulation and approval of the Group’s long-term objectives and strategy, the approval of budgets, the oversight of Group operations, the maintenance of sound internal control and risk management systems and the implementation of Group strategy, policies and plans.
The QCA Code recommends at least two members of the Board comprise non-executive directors determined by the Board to be independent. The Board currently comprises seven Directors, of whom three are executive and four are non-executive. The Board considers that four of the non-executive Directors; being Mike Cuthbert, Alex Hambro, Gemma Godfrey and Mark Ibbotson to be independent and, as such, the Company complies with the requirements of the QCA Code in this regard.
The Board has established a Group Risk and Audit committee, and a Remuneration Committee. Both of the Board Committees are comprised of only Non-Executive Directors to maintain independence and ensure oversight.
THE AUDIT & RISK COMMITTEE
The Group Audit and Risk Committee is chaired by Mark Ibbotson. The committee is tasked with ensuring that the financial performance of the Group is properly measured and reported on. It will receive and review reports from the Company’s management and auditors relating to the interim and annual accounts and the accounting and internal control systems in use throughout the Group.
THE REMUNERATION COMMITTEE
The Remuneration Committee is chaired by Alex Hambro. The Remuneration Committee will make recommendations to the Board on matters relating to the remuneration and terms of employment of the Executive Directors. The Remuneration Committee will also make recommendations to the Board on proposals for the granting of share options and other equity incentives pursuant to any share option scheme or equity incentive scheme in operation from time to time. The remuneration and terms and conditions of appointment of the Non-Executive Directors of the Company will be set by the Board.