On 8 March 2018 the London Stock Exchange published its revised rules for AIM quoted companies. Rule 26 now requires that AIM Listed companies apply a recognised corporate governance code on a comply or explain basis and make appropriate disclosures in satisfaction of this rule on their website. On Monday 25 November 2019 the Company announced that it would be formally adopting the Quoted Companies Alliance Corporate Governance Code.
“As Chairman of Shield Therapeutics plc (Shield), I am pleased to report that the Board has adopted the Quoted Companies Alliance (QCA) Corporate Governance Code. The Board is committed to the highest standards of corporate governance and to maintaining a sound framework for control and management of Shield’s business. The Board is responsible for leading and controlling the activities of Shield, with overall authority for the management and conduct of Shield’s business, together with its strategy and development. The Board believes that good corporate governance improves long term success and the support from our shareholders is vital to our success. We remain responsive to our shareholders’ and stakeholders’ views to deliver on our objectives.” James Karis, Chairman.
As a company whose shares are admitted to trading on AIM, Shield Therapeutics is required to comply with the AIM Rules for Companies. The Board recognises the importance of sound corporate governance and the attached statement of compliance sets out the Company’s application of the Quoted Companies Alliance Corporate Governance Code as well as reasons for any departures from the Code. To view our statement of compliance please click here.
For further information see our Directors page.
The Audit Committee has responsibility for, among other things, the monitoring of the financial integrity of the financial statements of the Group and the involvement of the Group’s auditors in that process, reviewing the effectiveness of the Group’s internal control systems and risk management systems and overseeing the process for managing risks across the Group, including reviewing the Group’s corporate risk profile. It focuses in particular on compliance with legal requirements, accounting standards and the rules of the FCA and ensuring that an effective system of internal financial controls is maintained. The ultimate responsibility for reviewing and approving the annual report and accounts and the half-yearly reports remains with the Board. The Audit Committee will normally meet at least twice a year at the appropriate times in the reporting and audit cycle.
The members of the Audit Committee are Peter Llewellyn-Davies and Hans Peter Hasler. Peter Llewellyn-Davies is regarded as having recent and relevant financial experience. The committee chair is Peter Llewellyn-Davies.
The Remuneration Committee has responsibility for determination of specific remuneration packages for each of the executive directors and any applicable senior executive management of the Company, including pension rights and any compensation payments and recommending and monitoring the level and structure of remuneration for senior management, and the implementation of share option, or other performance-related schemes. The Remuneration Committee will meet at least once a year.
The members of the Remuneration Committee are Rolf Hoffmann and James Karis. The committee is chaired by Rolf Hoffmann.
The Nomination Committee is responsible for considering and making recommendations to the Board in respect of appointments to the Board, the Board committees and the chairmanship of the Board committees. It is also responsible for keeping the structure, size and composition of the Board under regular review, and for making recommendations to the Board with regard to any changes necessary. The Nomination Committee will meet as required.
The members of the Nomination Committee are Hans Peter Hasler, Peter Llewellyn-Davies, James Karis and Rolf Hoffmann. The committee is chaired by Hans Peter Hasler.