Companies that are admitted to trading on AIM are required to adopt and comply with a recognised UK corporate governance code. The Directors have adopted the Quoted Companies Alliance Corporate Governance Code (the “QCA Code”), which is a widely recognised benchmark for corporate governance of smaller quoted companies, particularly AIM companies.
The Board is required to provide an annual statement of how the company complies with the QCA Code and, if applicable, where it departs from the QCA Code with an explanation of the reasons for doing so. Our Statement of Compliance can be read here. This statement was last reviewed on 17 January 2023 and is reviewed annually by the Directors.
The Board seeks to meet regularly, but in any event to hold a meeting on a quarterly basis, together with an annual strategy meeting. In addition to the scheduled meetings, informal discussions with both executive directors and senior operational managers of the Company in relation to strategic business development and other topics important to the Company’s progress are held by Directors regularly. The Board has delegated certain duties to Board Committees, all of which operate within clearly defined terms of reference and, where applicable, in accordance with the QCA Code and any relevant QCA guidance for committees. From time to time, separate committees may be set up by the Board to consider specific issues when the need arises.
Please click on a link to access
the relevant document.
2022 Statement of Compliance
Remuneration Committee - Terms of Reference (updated and adopted 5 May 2021)
Audit Committee - Terms of Reference (updated and adopted 5 May 2021)
Creo Medical Group plc - Articles of Association
The Remuneration Committee is chaired by Ivonne Cantu and its other member is John Bradshaw. The Remuneration Committee ensures that the Company’s remuneration policy and practice promotes, encourages and drives the long-term growth of shareholder value in an effective manner and in accordance with the Board’s strategy and policies. More particularly, the Remuneration Committee determines, within the agreed terms of reference, the Company’s policy on the remuneration for the Company's chairperson, executive directors and any senior management, including the Company secretary, as it is designated to consider from time to time.
The Remuneration Committee also has responsibility for determining (within the terms of the Company’s policy and in consultation with the Chairperson and/or the Chief Executive Officer) the total individual remuneration package for each executive director, the Company Secretary and other designated senior executives (including bonuses, incentive payments and share options or other share awards). The remuneration of non-executive directors will be a matter for the Chairperson and executive directors. The remuneration committee’s terms of reference were last reviewed and updated on 5 May 2021 and can be viewed here.
The audit committee is chaired by John Bradshaw and its other members are Charles Spicer and Ivonne Cantu, all of whom are independent non-executive directors. The audit committee has the primary responsibility of reviewing the financial statements and the accounting principles and practice underlying them, liaising with the external and internal auditors and reviewing the effectiveness of internal controls.
The audit committee's role includes monitoring the integrity of the financial statements of the Company (including annual and interim accounts and results announcements), reviewing internal control and risk management systems, reviewing any changes to accounting policies, reviewing and monitoring the extent of the non-audit services undertaken by external auditors and advising on their appointment.
The audit committee’s terms of reference were last reviewed and updated on 5 May 2021 and can be viewed here.
The Board comprises an Independent Non-Executive Chairperson, four Executive Directors, and two further Non-Executive Directors, one of which acts as Creo’s senior independent Non-Executive Director.
Section 5 of our Statement of Compliance sets out further details of Creo’s leadership team.