Corporate governance

Board consideration

Corporate governance is the process by which the Board seeks to look after stakeholders interests and protect and enhance shareholder value. Shareholders hold the Directors responsible for the stewardship of the Company.

The Board is ultimately responsible for framing and executing the Company’s strategy and for closely monitoring risks. Good governance means managing the business well and engaging effectively with both investors and the companies in the portfolio. Whilst the Board is ultimately responsible for strategy and risk, it is also responsible for the oversight of the good governance within the Company’s service providers, including the investment manager, and ensuring that they maintain appropriate policies and practices within their organisations.

The Board considers the practice of good governance to be an integral part of the way it manages the Company and is committed to maintaining high standards of financial reporting, transparency and business integrity.

Compliance with the Principles of the AIC Code

The Board of the Company has considered the Principles and Provisions of the 2019 AIC Code of Corporate Governance (‘AIC Code’). The AIC Code addresses the principles and provisions set out in the 2018 UK Corporate Governance Code (the ‘UK Code’), as well as setting out additional principles on issues that are of specific relevance to the Company.

The Board considers that reporting against the principles and provisions of the AIC Code, which has been endorsed by the Financial Reporting Council provides more relevant information to shareholders. The AIC Code is available on the AIC website (www.theaic. co.uk). It includes an explanation of how the AIC Code adapts the Principles and Provisions set out in the UK Code to make them relevant for investment companies.

The UK Code includes provisions relating to the role of the chief executive, executive directors’ remuneration and the need for an internal audit function. For the reasons set out in the AIC Code and as explained in the UK Corporate Governance Code, the Board considers these provisions not relevant to the position of the Company, being an externally managed investment company.