The Board seeks to follow best practice in corporate governance appropriate to the Company’s size and in accordance with the regulatory framework that applies to AIM and ESM companies.
Although the QCA Corporate Governance Code is not compulsory for AIM and ESM quoted companies, the Board intend to comply, so far as practicable and having regard to the size and nature of the Company’s business, with the principles and disclosures as set out in the QCA Corporate Governance Code.
The main features of the Company’s corporate governance arrangements are:
- The Board meets regularly and has at least six times per year for formal board meetings. It will consider strategy, performance and approve financial statements, dividends and significant changes in accounting practices and key commercial matters, such as decisions to be taken on whether to take forward or to cancel a research project. There is a formal schedule of matters reserved for decision by the Board in place.
- The Company has an audit committee and remuneration committee.
- The Company does not and will not have a nomination committee, as the Board does not consider it appropriate to establish one at this stage of the Company’s development. The Board will take decisions regarding the appointment of new directors as a whole and this will follow a thorough assessment of a potential candidate’s skill and suitability for the role
Amryt Pharma is a UK incorporated company
Articles of Association – amended 18 April 2016
The audit committee has responsibility for, among other things, the monitoring of the financial integrity of the financial statements of the company and the involvement of the company’s auditors in that process.
It focuses in particular on compliance with accounting policies and ensuring that an effective system of internal and external audit and financial control is maintained, including considering the scope of the annual audit and the extent of the non-audit work undertaken by external auditors and advising on the appointment of external auditors.
The audit committee will meet at least two times a year at the appropriate times in the financial reporting and audit cycle.
The audit committee comprises two members, who are Non-executive Directors: James Culverwell and Ray Stafford. The committee is chaired by James Culverwell.
The remuneration committee has responsibility for determination of specific remuneration packages for each of the executive directors, 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.
It meets at least two times a year.
The remuneration committee comprises three members, who are Non-executive Directors: Harry Stratford, Ray Stafford and James Culverwell. The committee is chaired by Harry Stratford.