Corporate Governance
Last updated 23 June 2026
The Board of Directors of EMV Capital plc is responsible for the governance of the Company, being the systems and procedures by which the Company is directed and controlled. High standards of corporate governance are a key priority of the Board, and the Directors believe that they govern the Company in the best interests of the shareholders.
The Board’s view is that sound governance is an essential element of a well-run business. The Company follows the corporate governance code published by the Quoted Companies Alliance (QCA) (the “QCA Code”) published in November 2023 as the benchmark for governance matters.
The posts of Chair and Chief Executive Officer are held by different Directors. The Board is balanced by there being an appropriate number of non-executives with at least two of the Directors at all times during the year being non-executive directors. The Board meets regularly throughout the year, quarterly for major milestones and KPI reviews, and more frequently for ongoing business matters and investment decisions. Arrangements are made to enable information in a form and of a quality to be supplied to Directors on a timely basis to enable them to discharge their duties. Additionally, special meetings take place, or other arrangements are made when Board decisions are required in advance of regular meetings. Certain matters are reserved for consideration by the Board (with other matters delegated to Board committees). The Board is responsible for leading and controlling the Group and in particular, setting the Group’s strategy, its investment policy and approving its budget and major items of expenditure, acquisitions and disposals.
The Board has a procedure through which the Directors are able to take independent advice in the furtherance of their responsibilities. The Directors have access to the advice and services of the General Counsel and Company Secretary. The Board is of the opinion that the Group complies with the QCA Code as far as practicable having regard to size, nature, and current stage of the development of the Group.
The extent of compliance with the ten principles that comprise the QCA Code, together with an explanation of any areas of non-compliance, and any steps taken or intended to move towards full compliance, are set out below
Board Committees
The Board has delegated certain of its functions and responsibilities to the following committees:
- Audit & Risk Committee
The Audit & Risk Committee is chaired by Dr Jonathan Robinson, with Dr Charles Spicer as its other member. The Audit & Risk committee has responsibility, as stated in its terms of reference, for considering all matters relating to financial controls, reporting and external audits, the scope and results of the audits, the independence and objectivity of the auditors and keeping under review the effectiveness of the Group’s internal controls and risk management. The committee monitors the scope, results and cost-effectiveness of the audit. It has unrestricted access to the Group’s auditors. In certain circumstances, it is permitted by the Board for the auditors to supply non-audit services (in the provision of tax advice, or non-specific projects where they can add value). The committee has approved and monitored the application of this policy in order to safeguard auditor objectivity and independence. - Remuneration Committee
The Remuneration committee is chaired by Dr Jonathan Robinson, with Dr Charles Spicer as its other member. The committee meets at least twice a year. The Remuneration Committee has responsibility, as stated in its terms of reference, for making recommendations to the Board on the Company’s policy for remuneration of senior executives, reviewing the performance of executive Directors and senior management and for determining, within agreed terms of reference, specific remuneration packages for each of the executive Directors and members of senior management, including pension rights, any compensation payments and the implementation and operation of executive incentive schemes. The committee administers the Company’s share option scheme and approves grants under the scheme. The Chair and the executive Directors are responsible for setting the level of non-executive remuneration - Nominations Committee
The Nominations Committee is chaired by Dr Charles Spicer, with Dr Jonathan Robinson and Dr Ilian Iliev as its other members. - The Committee meets at least once a year. The Nominations Committee has responsibility, as stated in its terms of reference, for identifying and nominating, for the approval of the Board, candidates to fill Group Board vacancies as and when they arise, save those appointments as Chair or Chief Executive are matters for the full Board. The Committee is responsible for all senior appointments that are made within the Group.
Principles and Approach
The corporate governance framework which EMV Capital plc has set out, including board leadership and effectiveness, remuneration and internal control, is based upon practices which the Board believes are proportionate to the risks inherent to the size and complexity of EMV Capital’s operations. The Board has adopted the principles of the QCA Code, which is the standard deemed appropriate by independent bodies for small and mid-size quoted companies in the UK. The extent of compliance with the ten principles that comprise the QCA Code, together with an explanation of any areas of non-compliance, and any steps taken or intended to move towards full compliance are set out below:
Application
The Board must be able to express a shared view of the company’s purpose, business model and strategy.
A company’s purpose is its essential reason for being. The business model and strategy should fall out of this. A Board should be able to explain, beyond a simple description of products and corporate structures, how the company intends to deliver shareholder value in the medium to long-term.
In explaining the strategy, the Board should have specific long-term objectives against which it can determine if the company is succeeding and in so doing delivering on its purpose.
The Board should demonstrate that the delivery of long-term growth is underpinned by a clear set of values aimed at protecting the company from unnecessary risk and securing its long-term future.
Compliance
The Company’s goal is to become a leading VC investor in the deep tech and life sciences sectors, both in the UK and internationally. Further details of the Company’s business model and strategy can be found in the 2025 Annual Report and Accounts – Chief Executive Officer’s Statement on pages 6 to 9.
Application
The Board should embody and promote a corporate culture that is based on sound ethical values and behaviours, and which is supportive of the delivery of the Company’s established purpose, strategy and business model.
The desired culture should be reflected in the actions and decisions of the Board and executive management team. Corporate values should guide the objectives and strategy of the company.
The culture should be visible throughout the company’s operations, including recruitment, nominations, training, and engagement. The performance and reward system throughout the company should reflect and reinforce the maintenance of this culture.
The corporate culture should be recognisable throughout the disclosures in the annual report, website, and any other communications by the company, both internal and external.
Compliance
The Board continually reviews and promotes a corporate culture based on ethical values and behaviours. The Group adopts several policies including anti-bribery, whistleblowing and a share dealing policy for trading in EMV Capital plc shares. Compliance with all policy is monitored and reported on to the Board.
Further information on how the culture is consistent with the Company’s objectives, strategy and business model is contained in the 2025 Annual Report and Accounts – Strategic Report on pages 1 to 31.
The Board monitors corporate culture through several mechanisms. The Executive Directors report to the Board at each meeting on matters relating to people, conduct and the working environment. The Group’s whistleblowing and anti-bribery policies are reviewed annually, with any concerns reported directly to the Board. The Audit & Risk Committee oversees the effectiveness of the Group’s control environment, which includes cultural controls. During 2025, the Board was satisfied that no matters arose which notably deviated from the Group’s stated ethical standards and values. The tone from the top is set by the CEO and senior leadership team through regular all-staff communications, quarterly ‘town hall’ meetings and direct engagement with portfolio company management teams, reflecting the Group’s commitment to responsible, transparent and values-led investment practices.
Application
Directors must develop a good understanding of the needs and expectations of all elements of the Company’s shareholder base.
Where not already required, companies with a controlling shareholder (for example, an investor controlling 30% or more of the votes able to be cast at a general meeting of the company) should consider putting in place arrangements to protect minority shareholders which may include a relationship agreement or other measures.
The Board should ensure proactive engagement with shareholders on governance matters. This should be led by the chair or, where appropriate, the Senior Independent Director. Other directors, such as the chairs of the Board’s sub-committees, should also make themselves available for engagement with shareholders.
The Board must manage shareholders’ expectations and should seek to understand the motivations behind shareholder voting decisions.
Compliance
The Board aims to meet with its shareholders periodically. For those shareholders who cannot meet in person, the Board communicates via various means, including RNS announcements and website updates, all of which are published in the PLC section of the Group’s website.
The Board is aware of the need to protect the interests of minority shareholders and balancing these interests with those of any more substantial shareholders. For further information relating to shareholder relations, see QCA Principle 10 below.
During 2025, the Executive Directors met with several of the Company’s major shareholders following the publication of the Group’s 2024 full year results and 2025 interim results. Topics discussed included the Group’s strategy for growing assets under management, the integration of Martlet Capital, progress within the Venture Build programme and the outlook for portfolio company exit opportunities. Feedback received from shareholders confirmed continued support for the Group’s capital-efficient investment model and appetite for further progress on the Funds platform. The Board takes shareholder feedback into account when reviewing strategic priorities and allocation of management time.
Application
Long-term success relies upon good relations with a range of different stakeholder groups.
The Board should periodically identify the company’s key stakeholders – for example, suppliers, customers, employees, communities, regulators, or others. The Board should understand their needs, interests, and expectations.
Feedback is an essential part of all control mechanisms. Systems need to be in place to solicit, consider and act on feedback from all stakeholders.
The company should devote particular attention to its workforce and ensure that its practices towards its employees (direct and indirect) are consistent with the company’s values. Arrangements should be in place to enable employees to raise concerns in confidence and processes to ensure that such matters are considered and where appropriate actions are taken.
The governance and appropriate oversight of a company’s approach towards relevant environmental and social issues is a responsibility of the Board. Matters that relate to the company’s impact on society, the communities within which it operates, or the environment – including those relating to or stemming from climate change – have the potential to affect the company’s ability to deliver shareholder value over the medium to long-term. These matters must be integrated into the company’s strategy, risk management and business model. The QCA Practical Guide to ESG can assist companies in this regard.
Compliance
The Board is aware of the impact the business activities have on the communities in which the Group’s businesses operate particularly within the medical technology start-up community, research organisations and patient testing facilities.
The Group’s responsibilities to stakeholders including staff, subsidiaries, creditors, patients and wider society are also recognised.
EMV Capital engages with its employees informally as well as through periodic formal employee reviews. Employees are updated via regular meetings (including quarterly ‘town hall’ meetings) emails and internal systems.
EMV Capital also maintains frequent dialogue with portfolio companies and ensures that the Company is involved in important decisions through having a seat on the board of certain selected portfolio companies.
In relation to environmental matters, the Board recognises that as an early-stage investment Company, the Group’s direct environmental footprint is modest. The Board nonetheless considers climate-related risks as part of its overall risk management framework and considers the environmental practices of its portfolio companies. The Company’s approach to environmental and broader ESG matters will be developed as the Group grows and will be disclosed in future Annual Reports.
The Board has identified the following environmental and social matters as most material to the Company in the context of its strategy as a venture capital investment platform: (i) climate-related risks and opportunities arising from the Group’s investment activities and the sectors in which it operates, including the energy transition and decarbonisation themes that are central to a significant portion of the portfolio; (ii) responsible investment practices, including the integration of ESG factors into investment decision-making; and (iii) human capital, given the Group’s dependence on the skills and expertise of a small, specialist team. These matters are integrated into the Group’s investment strategy and are described further in the ESG Report. As the Group’s ESG monitoring processes develop, the Board intends to establish relevant Company-level KPIs and forward-looking targets, which will be disclosed in future reporting periods.
Application
The Board needs to ensure that the company’s risk management framework identifies and addresses all relevant risks in order to execute and deliver on its stated purpose and strategy; companies need to consider not only the enterprise view but also their extended business, including the company’s entire supply chain, other material third-parties (including suppliers of outsourced services) and any reliance on strategic partners.
Setting strategy includes determining the extent of exposure to the identified principal risks that the company is able to bear and willing to take (risk tolerance and risk appetite). The company should ensure that a balanced view of risk is achieved, and, as well as threats should consider opportunities and the potential for value creation.
The Board should ensure that all potential risks are considered, on a proportionate and material basis, including those relating to climate change.
The Board should review and consider whether the company’s enterprise-wide internal controls are sufficiently robust to manage the identified risks adequately.
To achieve effective risk management, the Board, and in particular the audit committee, must ensure that there are appropriate assurance activities in operation. This may be based on access to internal resources, or particularly in specialist or technical areas, the utilisation of external experts.
It is important to ensure that the company auditor is and is seen to be sufficiently independent of management. Further information is set out in the QCA Audit Committee Guide.
Compliance
The Directors review the principal risks faced by the Company as part of the internal controls process.
Climate-related risk is considered by the Board as part of its overall risk management framework. The Group’s direct operational carbon footprint is modest. The principal climate-related risks to the Group arise through transition risk – in particular, governmental policy and regulatory change affecting the sectors in which portfolio companies operate and investor demand for demonstrable ESG credentials. The Board considers climate-related transition risk to be manageable and, in many respects, a source of long-term opportunity given the Group’s portfolio exposure to energy efficiency, decarbonisation and sustainability technologies. Physical climate risks are not considered material to the Group’s direct operations. Climate considerations are starting to be integrated into the Group’s investment evaluation and portfolio monitoring processes, and the Group intends to develop its climate risk disclosures in future reporting periods.
The Board has determined that the Group should maintain a measured appetite for risk commensurate with the nature of early-stage venture capital investing. The Group accepts higher levels of investment risk in pursuit of long-term capital appreciation through its portfolio, whilst seeking to maintain a low tolerance for operational, regulatory and reputational risk. The Board maintains a register of risks and manages financial risk conservatively, prioritising the preservation of liquidity and the avoidance of undue balance sheet leverage. Risk appetite is reviewed regularly by the Board and is reflected in the mitigation measures of the Principal Risks and Uncertainties section.
For information on the Company’s risk management framework, see the following sections in the 2025 Annual Report and Accounts: Chair’s Statement (page 4), Chief Executive Officer’s Statement (pages 6 – 9), Corporate Governance Report (pages 37 – 46), Principal Risks and Uncertainties (pages 53 – 56) and Note 29 (Financial Instruments) of the financial statements (pages 101 – 103). The Board has reviewed the effectiveness of the Group’s system of internal controls during the year and is satisfied that appropriate controls are in place, proportionate to the size and nature of the Group’s operations.
Application
The Board members have a collective responsibility and legal obligation to promote the interests of the company and are collectively responsible for defining corporate governance arrangements. The Board should not be dominated by one person or a group of people, and each director must be able to commit the time necessary to fulfil their role. Ultimate responsibility for the quality and effectiveness of the Board lies with the chair.
Shareholders should be given the opportunity to vote annually on the (re-) election of all individual directors to the Board.
In order to uphold the quality of Board independence, the Board should be comprised of an appropriate balance between executive and non-executive directors. The independent non-executive directors should comprise at least half of the Board. The chair, if independent upon appointment and still considered independent (see paragraph below), can be included in this calculation. However, as a minimum there should be at least two non-executive directors whom the Board considers to be independent.
Key committees, in particular the audit committee and remuneration committee, should comprise at least a majority of independent NEDs and ideally aim for full independence. The company should consider whether it is appropriate to have a senior independent director.
Boards should be sensitive to both real and perceived impediments to independence. Consideration should be given to those factors which may impede independence which include (but are not limited to): length of Board tenure; size of shareholding; prior and/or current commercial or contractual relationships with the company; prior and/or current commercial or contractual relationships with executive directors; and significant incentive pay arrangements beyond a director’s fee.
Since independence can be easily compromised, NEDs should rarely participate in performance-related remuneration schemes or have a significant interest in a company share option scheme. Where performance-related remuneration is considered beneficial, it should be proportionate, and shareholders should be consulted before proceeding.
The Board should reflect on its own levels of diversity. Of most importance is ensuring the Board possesses the necessary knowledge and skillset – while avoiding groupthink. Consideration should be given to factors such as socio-economic backgrounds, nationality, educational attainment, gender, ethnicity and age. Boards should assess how their collective and individual perspectives add to Board discussions and ensure there is sufficiently wide-ranging and business relevant input, to deliver the best decision-making process in the context of the company’s business model, geographic footprint and forward-looking strategy. This assessment should feed into ongoing succession planning for the Board.
Compliance
The Board is comprised of two Executive Directors, and two non-Executive Directors. The Board has established Audit & Risk, Remuneration and Nominations committees, a summary of each of which is set out below.
The roles of Chair and Chief Executive Officer are clearly separated. The non-executive directors are considered by the Board to be independent of management and free to exercise independence of judgement. The Board noted that Dr Jonathan Robinson received consultancy fees of £30,000 from subsidiary Martlet Capital Management Limited during the year ended 31 December 2025. Having reviewed the value, nature and extent of this arrangement, the Board is satisfied that it does not affect his independence of character and judgement, nor does it create a conflict of interest in respect of his duties as a non-executive director of the Company.
he non-executive Directors are required to spend a minimum of eighteen days a year on Company business, or as much time as necessary to fulfil their duties above this. The non-executive Chairman is required to spend a minimum of thirty days a year on Company business, or as much time as necessary to fulfil his duties above this.
uring 2025, the Board’s collective expertise was applied to a number of significant matters. Dr Charles Spicer brought his extensive experience as a public company chair in the life sciences and medtech sectors to bear in overseeing the Group’s governance framework and supporting the Board’s consideration of complex investment and related party transactions. Dr Ilian Iliev applied his deep expertise in venture capital, technology commercialisation and corporate finance to lead the Group’s investment strategy, the integration of Martlet Capital and the advancement of the Venture Build programme, including the acquisition of the XF-73 assets. Edward Hooper deployed his extensive legal and corporate finance expertise across the structuring of portfolio company transactions, fundraisings and the Group’s contractual and governance arrangements. Dr Jonathan Robinson contributed his experience as an entrepreneur, public company director and active investor to both the Audit & Risk and Remuneration Committees, providing independent oversight of financial reporting, internal controls and executive remuneration, as well as strategic input on commercial matters. The Board collectively comprises skills in technology and life sciences investment, venture capital, corporate finance, law, entrepreneurship and public company governance.
The Board recognises the importance of diversity in its broadest sense, including gender, background and professional experience. The Nominations Committee take these factors into account when evaluating candidates for Board appointments, with the aim of progressively improving diversity as the Board evolves. The Board recognises that its current composition is wholly male and intends to prioritise broader diversity, including gender balance, in future appointments.
A description of the roles of the Directors and their time commitments is included in the Board of Directors and Management section and Corporate Governance Report. Details of the number of Board and committee meetings held during the year, and individual director attendance, are set out in the Corporate Governance section.
Both Non-Executive Directors, Dr Charles Spicer and Dr Jonathan Robinson, participate in the Company’s share option scheme through awards made in prior reporting periods. The Remuneration Committee considers that a degree of equity participation by Non-Executive Directors is appropriate and beneficial for a company at the Group’s stage of development, as it aligns the interests of all Directors with those of shareholders and provides additional compensation flexibility given the Group’s focus on capital efficiency. The option grants to Non-Executive Directors are proportionate and were made on the same terms as grants to Executive Directors.
Application
The company should maintain governance structures and processes in line with its desired corporate culture and appropriate to its size and complexity and capacity, appetite and tolerance for risk.
The governance structures, processes and policies should evolve over time in parallel with its size, strategy and business model to reflect its maturity and stage of development.
The Board should be supported by committees – typically at least an audit, remuneration and nomination committee – that also have the necessary skills and knowledge to discharge their duties and responsibilities effectively.
The Board should ensure that it has the necessary skills and experience to fulfil its governance responsibilities, including among other things with respect to cyber security, emerging technologies, and relevant sustainability matters such as climate change. The Board should consider any need to establish further dedicated sub-committees and, where appropriate, seek input from external advisers on such matters.
All directors should continually update their skills and knowledge. As a company and the external environment evolves, the mix of skills and experience required on the Board will change. The Board should consider its training and development needs in this context, plan ahead and structure such provision accordingly.
The Board (and any committees) should be provided with high quality information in a timely manner to facilitate proper assessment of the matters requiring a decision or insight. The Board should consider this and the design and implementation of its decision-making processes to ensure they are effective.
Compliance
Directors appointed to the Board are chosen because of their skills and experience they offer. Full biographical details of the Directors are included in the Board of Directors and Management and Corporate Governance Report.
The Board ensures that all Directors have access to the resources and information necessary to keep their skills and knowledge current and relevant. Directors are encouraged to attend relevant industry events, seminars and training programmes, and the Company meets reasonable costs associated with director development. During 2025, the Board received briefings on developments in AI and technology and regulatory matters relevant to the life sciences portfolio. The Board has not considered it necessary to commission formal external advice from independent advisers to the Board or its committees during the year. The Remuneration Committee and Audit & Risk Committee have access to the Company’s external advisers, including the Company’s auditors, nominated adviser and legal advisers, when required.
Application
The Board should regularly review its performance as a unit, as well as that of its committees and the individual directors.
The Board performance review should be carried out on an annual basis and include opportunities for improvement with respect to the performance of the chair, and the operation of the Board and its committees. The review should identify development or mentoring needs of individual directors and/or the wider senior management team. The QCA’s Board Performance Review Guide provides helpful supporting information to consider. The annual review can be carried out internally and should, ideally, be supplemented periodically by an external independent third-party review.
It is healthy for membership of the Board to be periodically refreshed. No member of the Board should become indispensable.
Succession planning for both the executives and non-executives is a vital task for boards. This should extend to contingency planning for the absence of key staff. There should be a robust process for the orderly appointment of new directors to the Board and senior management positions. Consideration should be given to establishing a nomination committee to help with the process and ensure a diverse pipeline – both internally and externally – for succession. The skills, experience, capabilities and background required for directors and senior management to support the next stage of the company’s development should be identified and factored into succession planning.
Compliance
Given the size and stage of development of the Company, the Board considers that an informal internal review is proportionate at this time. The Board will keep under review the appropriate timing for an external review as the Group grows. In relation to succession planning, the Nominations Committee monitors Board composition and met twice during 2025. Whilst formal succession plans have not been established, the Committee has identified the skills and experience that would be required in any future Board appointments and will develop more structured succession planning arrangements as the Company evolves.
Application
It is the Board’s responsibility to establish an effective remuneration policy which is aligned with the company’s purpose, strategy and culture, as well as its stage of development.
A remuneration policy should motivate management and promote the long-term growth of shareholder value. Remuneration practices across the Company, in particular for senior management, should support and reinforce the desired corporate culture and promote the right behaviours and decisions.
Pay structures for senior management should be simple and easy for participants to understand and foster alignment with shareholders through the building and holding of a meaningful shareholding in the Company. The QCA’s Remuneration Committee Guide provides helpful guidance to consider, including with respect to different remuneration structures.
The remuneration committee should, as necessary, consult with other Board committees in order to set appropriate incentive targets and to appraise performance in respect of those targets.
The annual remuneration report should be put to an advisory shareholder vote. Where not mandated to be put to a binding vote, remuneration policies should at least be put to an advisory vote. Larger companies may wish to follow best practice and put their remuneration policy to a binding shareholder vote. Given the significance and dilutive impact of such plans, new (or significant amendments to existing) share schemes or long-term incentive plans should be put to a shareholder vote.
Compliance
The Company’s remuneration policy is the responsibility of the Remuneration Committee, established in March 2013 with terms of reference last updated on 20 December 2023. Its objective is to ensure remuneration is competitive, supports the attraction and retention of high-quality individuals, aligns incentives with shareholders, and promotes delivery of the Company’s strategic objectives in line with market practice.
Executive Director remuneration comprises salary, pension, performance-related bonuses, phantom carried interest participation, and certain benefits (private health cover, life assurance and permanent health insurance). In addition, the Executive Directors may receive grants from the Company’s share option scheme. Salaries of the Executive Directors are reviewed annually, and are benchmarked against market data, taking into account individual experience, responsibilities and performance.
The Remuneration Committee believes that the base salary and benefits for the Executive Directors should represent a fair return for employment but that the maximum potential remuneration from an annual bonus may only be achieved in circumstances where the relevant Executive has met challenging personal and group objectives that contribute to the Group’s overall performance.
As previously indicated would be undertaken, as part of the LTIP’s structure, the Remuneration Committee adopted a Phantom Carried Interest scheme, intended to align the Group with standard VC industry practice, assist with talent retention and future hires, and facilitate the growth of the Company’s business. The Remuneration Committee undertook careful consideration of incentive design, alignment with shareholder interests and governance of the scheme’s operation in establishing the scheme in 2025. The Phantom Carried Interest Scheme admitted its first participants post period end. Prior to adoption, whilst no formal shareholder vote was taken, soundings had been obtained from shareholders representing over 30% of the shareholder base.
The overall remuneration framework is designed to support the Group’s strategy. Fixed elements provide stability, while variable incentives are aligned to key strategic drivers, including AUM growth, development of the Funds platform and progression of the Venture Build portfolio. Long-term incentives, including share options and the Phantom Carried Interest scheme, are intended to align management with shareholder value creation.
The Directors’ Remuneration Report is put to an advisory shareholder vote at each Annual General Meeting.
Application
A healthy dialogue should exist between the Board and all of its key stakeholders, including shareholders, to enable all interested parties to come to informed decisions about the company. Board members, in particular the chair, should be proactive in their effort.
In particular, appropriate communication and reporting structures should exist between the Board and all constituent parts of its shareholder base and other key stakeholders. This will assist
- the communication of shareholders’ and other key stakeholders’ views to the Board; and
- the shareholders’ and other key stakeholders’ understanding of the unique circumstances and constraints faced by the Company.
Boards should ensure that corporate disclosures, in particular through annual reporting, are appropriate to satisfy the reporting needs of investors, including, but not limited to, sustainability matters. The QCA’s Practical Guide to ESG may be a useful resource to consider.
It should be clear where communication practices are described (annual report or website).
Compliance
The Board attaches great importance to providing shareholders with clear and transparent information on the Group’s activities, strategy and financial position. Details of all shareholder communications are provided on the Group’s website.
The year saw a number of significant governance developments as the Group continued to scale. The full operational integration of Martlet Capital into the EMVC platform required the Board to consider governance arrangements across the enlarged Group, including fund governance, management structures and committee oversight responsibilities. The appointment of Anesh Patel as Group Chief Financial Officer and Company Secretary, and the creation of a dedicated Portfolio CFO role, strengthened the finance and governance infrastructure of the Group and enhanced the quality of financial information available to the Board. The Board reviewed and updated its delegated authority framework during the year to reflect the increased complexity of the Group’s operations. These developments reflect the Board’s ongoing commitment to evolving the Group’s governance arrangements in proportion to the Group’s growth and increasing operational complexity.
The executive members of the Board hold regular meetings with significant shareholders and the Board regards the AGM as a good opportunity to communicate directly with shareholders via an open question and answer session.
The Company lists contact details on its website and on all announcements released via RNS, should shareholders wish to communicate with the Board.
The resolutions put to a vote at the next and recent past AGMs can be found in the PLC section of this website. The results of votes at AGMs are published via RNS.
For further information on governance, see the 2025 Annual Report and Accounts – Remuneration Committee Report on pages 47 – 50 and the Audit & Risk Committee Report on pages 51 – 56.