The Group recognizes the importance of sound corporate governance and intends, following Admission, to comply with the provisions of the QCA Guidelines and to adopt certain features of the Combined Code insofar as they are appropriate given the Group’s size and stage of development.

Board Role
The Board is responsible for formulating, reviewing and approving the Group’s strategy, budgets and corporate actions.

Board Committees
The Group has established the audit, remuneration, nomination and disclosure committees with formally delegated duties and responsibilities.

Audit Committee
The Audit Committee comprises the Non-Executive Director Dato’ Ting (chairman), Phil Cartmell and Dennis Kian Jing Ow.

The Audit Committee has the primary responsibility of monitoring the quality of internal controls and ensuring that the financial performance of the Group is properly measured and reported on. It receives and reviews reports from the Group’s management and external auditors relating to the interim and annual accounts and the accounting and internal control systems in use throughout the Group. The Audit Committee meets not less than twice in each financial year and has unrestricted access to the Group’s external auditors.

Remuneration Committee
The Remuneration Committee comprises Phil Cartmell (chairman), Dennis Kian Jing Ow and Wong Chow Ming.

The Remuneration Committee reviews the performance of the executive directors and makes recommendations to the Board on matters relating to their remunerations and terms of service. They also make recommendations to the Board in relation to proposals for the granting of share options and other equity incentives pursuant to employee share option schemes and equity incentive plans in operation from time to time.

Nomination Committee
The Nomination Committee comprises the entire Board, chaired by Dato’ Ting.

The Nomination Committee considers the selection and re-appointment of Directors. It identifies and nominates candidates to fill Board vacancies and regularly reviews the structure, size and composition (including the skills, knowledge and experience) of the Board and make recommendations to the Board with regard to any changes.

Disclosure Committee
The Disclosure Committee comprises Lee King Loon (chairman), Phil Cartmell and Adrian Yong.

The Disclosure Committee has the primary responsibility for ensuring compliance with the AIM Rules concerning disclosure of information. The Disclosure Committee works closely with the Board to ensure that the Group’s nominated adviser is provided with any information it reasonably requests or requires in order for it to carry out its responsibilities under the AIM Rules and the AIM Rules for Nominated Advisers.

Share Dealing Code
The Group has adopted a code for directors’ dealings appropriate for a company whose shares are admitted to trading on AIM and will take all reasonable steps to ensure compliance by the Directors and any relevant employees. The form of this code is substantially the same as the model code contained in the rules of the Official List.