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Compliance with the 2003 FRC Combined Code
The Board
Remuneration committee
Audit committee
Nomination committee
Internal control
Internal audit
Relations with shareholders


Compliance with the 2010 FRC Combined Code

The company is not required to comply with the 2010 FRC Combined Code. Set out below are the corporate procedures that have been adopted.

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The Board

The Board of Avanti Capital plc is the body responsible for the groupís objectives, its policies and the stewardship of its resources. At the balance sheet date, the board comprised three directors (Philip Crawford, Richard Kleiner and William Crewdson).

The Board has six board meetings during the year. There are two non-executives that sit on both the audit and the remuneration committees, namely Philip Crawford and William Crewdson. Philip Crawford is both the chairman of the audit committee and the remuneration committee. The terms of reference of both these committees have been approved by the Board.

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Remuneration committee

The committeeís responsibilities include the determination of the remuneration and options of other directors and senior executives of the group and the administration of the companyís option schemes and arrangements. The committee takes appropriate advice, where necessary, to fulfil this remit.

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Audit committee

The committee meets twice a year including a meeting with the auditors shortly before the signing of the accounts. The terms of reference of the audit committee include: any matters relating to the appointment, resignation or dismissal of the external auditors and their fees; discussion with the auditors on the nature, scope and findings of the audit; consideration of issues of accounting policy and presentation; monitoring the work of the review function carried out to ensure the adequacy of accounting controls and procedures.

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Nomination committee

The company does not maintain a nomination committee. Any board appointments are dealt with by the Board itself.

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Internal control

The Board of directors is responsible for the groupís system of internal control and for reviewing the effectiveness of the system of internal control. Internal control systems are designed to meet the particular needs of a business and manage the risks but not to eliminate the risk of failure to achieve the business objectives. By its nature, any system of internal control can only provide reasonable, and not absolute, assurance against material misstatement or loss.

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Internal audit

Given the size of the group, the Board does not believe it is appropriate to have a separate internal audit function. The groupís systems are designed to provide the directors with reasonable assurance that problems are identified on a timely basis and are dealt with appropriately.

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Relations with shareholders

Aside from announcements that the company makes periodically to the market, the Board uses the annual general meeting to communicate with private and institutional investors and welcomes their participation.

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Going Concern

On the basis of the current financial projections, the directors have a reasonable expectation that the company and the group have adequate financial resources to continue in operational existence for the foreseeable future. The directors accordingly have adopted the going concern basis in the preparation of the groupís accounts.

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