Our corporate governance code

The Ordinary Shares will be admitted to trading on AIM and Elixirr is required to comply or explain against a recognised corporate governance code. The Directors have determined that the most appropriate recognised corporate governance code for the Company to adopt at the current stage of its development is Quoted Companies Alliance (QCA).

View our code

Board committees

The Board is supported by Audit & Risk and Remuneration Committees.

The Committees are responsible for reviewing the effectiveness of their terms of reference, as appropriate, and for making recommendations to the Board for changes where necessary. The minutes of Committee meetings are circulated to all Committee members, and reports on each Committee meeting are given by the Committee chairman to the Board. From time to time, separate committees may be set up by the Board to consider and address specific issues, when the need arises.

Audit & risk committee

The Audit & Risk Committee’s principal responsibilities cover internal control and risk management, external audit (including the independence of the external auditor), internal audit and financial reporting.

The Audit & Risk Committee comprises: Charlotte Stranner (Chair) and Simon Retter. Graham Busby (Co-Founder & Deputy CEO), Nick Willott (CFO & Company Secretary) and Ian Ferguson (Co-Founder & Board Adviser) also attend all committee meetings.

View terms of reference

Remuneration committee

The Remuneration Committee is responsible for setting the remuneration and benefits of the executive directors. Our remuneration policy aims to attract, retain and motivate high-calibre directors who will create shareholder value.

The Remuneration Committee comprises: Gavin Patterson (Chair), Simon Retter and Charlotte Stranner. Other individuals such as the CEO, Stephen Newton, may be invited to attend for all or part of any meeting, as and when appropriate and necessary. The CFO & Company Secretary (Nick Willott) acts as the secretary of the Committee.

View terms of reference

Nominations

Nominations (for Board members) are decided by the Board as a whole.

Board of directors

This information was last updated on 31st May, 2023

Chairman’s introduction

As Elixirr’s Non-Executive Chairman I am dedicated to leading the Board and overseeing the firm’s governance and performance, ultimately ensuring success for its shareholders. In my role, I provide external advice, counsel and support to the Chief Executive Officer also playing an active role in business growth activity where appropriate. I am an active participant in specific governing committees and attend all company Board meetings.

The Board is comprised of a 50:50 split of experienced Executive Directors with a deep knowledge of the inner workings of the business, and externally appointed Non-Executive Directors who bring a unique mix of cross-industry expertise and experience. This board make-up is designed to provide the right balance and effectiveness to function on behalf of all Elixirr’s shareholders and stakeholders.

We also have two board sub-committees: a Risk & Audit Committee and a Remuneration Committee.

Following the recent AIM admission in July 2020, Elixirr will focus on fulfilling its corporate governance transition from a private to a public company. This includes applying the QCA code (which the remainder of this document seeks to describe), detailing how Elixirr achieves an appropriate balance of skills and experience to deliver its strategic vision and objectives, and outlining the sub-committees of the Board. We will continue to review our application of the market standard principles and develop our governance structures and processes in ways that reflect the evolving needs of Elixirr’s shareholders, employees, clients and wider stakeholders.

Gavin Patterson JULY 2020

10 Principles of The Quoted Companies Alliance

1 Establish a strategy and business model which promote long-term value for shareholders

2 Seek to understand and meet shareholder needs and expectations

3 Taking account of wider stakeholder and social responsibilities and their implications for long-term success

4 Embed effective risk management, considering both opportunities and threats, throughout the organisation

5 Maintain the board as a well-functioning, balanced team led by the chair

6 Ensure that between them the directors have the necessary up-to-date experience, skills and capabilities

7 Evaluate board performance based on clear and relevant objectives, seeking continuous improvements

8 Promote a corporate culture that is based on ethical values and behaviours

9 Maintain governance structures and processes that are fit for purpose and support good decision-making by the board

10 Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders