Compliance with the 2003 FRC Combined Code
The Board
Remuneration committee
Audit committee
Nomination committee
Internal control
Internal audit
Relations with shareholders
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Compliance with the 2010 FRC Combined Code
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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
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The Board of Avanti Capital plc is the body
responsible for the group’s 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
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The committee’s responsibilities include the
determination of the remuneration and options
of other directors and senior executives of the
group and the administration of the company’s
option schemes and arrangements. The
committee takes appropriate advice, where
necessary, to fulfil this remit.
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Audit committee
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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
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The company does not maintain a nomination
committee. Any board appointments are dealt
with by the Board itself.
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Internal control
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The Board of directors is responsible for the
group’s 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
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Given the size of the group, the Board does not
believe it is appropriate to have a separate
internal audit function. The group’s 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
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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
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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 group’s
accounts.
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