Board Changes
Eco Buildings Group plc is pleased to announce the appointment of Graham Stevens as an independent Non-Executive Director and Chris Gilbert as an Executive Director of the Company, with effect from 25 August 2026.
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Eco Buildings Group plc is pleased to announce the appointment of Graham Stevens as an independent Non-Executive Director and Chris Gilbert as an Executive Director of the Company, with effect from 25 August 2026.
Eco Buildings Group PLC
ECO COMMENCES CONSTRUCTION OF TRANSFORMATIVE SECOND-GENERATION AI-ENABLED MANUFACTURING PLATFORM

Read more about this important update...
Eco Buildings Group plc (AIM: ECOB) is pleased to announce that it has conditionally raised gross proceeds of £2,350,000 through the placing of 18,333,329 new Ordinary Shares (the “Placing Shares”) and the subscription of 1,250,000 new Ordinary Shares (“Subscription Shares”) both at a price of 12 pence per share (the “Placing Price”) (together the “Fundraise”), through its broker Tavira Financial Limited (“Tavira”). The Fundraise is conditional, inter alia, on the passing of certain resolutions at a general meeting of the Company referred to below.
Access detailed information about our corporate governance practices, regulatory compliance, and investor resources in one organised location.
The information below is disclosed in accordance with AIM Rule 26, and was last updated on 30/06/2026.
ECO Buildings Group PLC is an AIM listed company providing new solutions for the housing market. It comprises two divisions - Eco Buildings Group Ltd which provides housing solutions based on Glass Fibre Reinforced Gypsum (“GFRG”) technology while Fox Marble provides processed marble quarried in the Balkans for use in construction and developments.
By combining the ground breaking construction methods of Eco Buildings with the experience and market foothold of Fox Marble into a combined group, Eco Buildings Group is able to provide the ultimate turnkey building solution that is ecologically and environmentally responsible as well as able to provide finishes to the highest standards.
| Company Name | Principal Activity | Country of Incorporation | Percentage Ownership |
|---|---|---|---|
| Fox Marble | Quarrying, processing and sale of dimensional stone. | Kosovo | 100% |
| Eco Buildings Group Ltd. | The manufacture and construction of housing and other structures using GFRG modular technology. | United Kingdom, Albania and Kosovo | 100% |
There are no restrictions on the transfer of securities.
The company is not listed on any other exchanges or trading platforms.
| Shareholder/Group | Amount | Percentage, % |
|---|---|---|
| Etrur Albani | 17,640,286 | 14.55% |
| Genard Kadiu | 11,454,545 | 9.45% |
| Dominic Redfern | 11,444,745 | 9.44% |
| The Lang Family | 11,302,683 | 9.32% |
| Andrew Muir | 10,509,504 | 8.67% |
Eco Buildings Group PLC is subject to the UK City Code on Takeovers and Mergers, as published by the Panel on Takeovers and Mergers and updated from time to time.
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Annual Report 2025
Although ECO Buildings Group Plc, as an AIM quoted company, is not required to comply with the UK Corporate Governance Code as issued by the Financial Reporting Council, the Board of Directors are committed to developing and applying high standards of corporate governance appropriate to the Company’s size.
The Company has adopted and will operate a share dealing code governing the share dealings of the Directors and applicable employees with a view to ensuring compliance with Rule 21 of the AIM Rules.
The Board of Directors has decided to apply the QCA Corporate Governance Code ("QCA Code"). Details of how the Company complies with the QCA Code, can be found here.
The Chair's Statement on Corporate Governance can be found here.
The Remuneration Committee consists of Don Nicolson and Ahmet Shala. It is responsible for reviewing the performance of the senior executives, and for determining their levels of remuneration.
The Committee makes recommendations to the Board, within agreed terms of reference, which the Board review at least annually, regarding the levels of remuneration and benefits including participation in the Company's share plan.
The Terms of Reference of the Remuneration Committee can be found here.
The Audit and Risk Committee consists of two Directors; Don Nicolson and Ahmet Shala (Committee Chairman).
The Audit and Risk Committee meets at least twice a year to consider the annual and interim financial statements and the audit programme.
The Audit and Risk Committee is responsible for ensuring that the appropriate financial reporting procedures are properly maintained and reported upon, reviewing accounting policies and for meeting the auditors and reviewing their reports relating to the accounts and internal control systems.
The report for the Audit and Risk Committee for the current year can be found here.
The Terms of Reference of the Audit and Risk Committee can be found here.
The Nomination Committee comprises Don Nicolson (Chair), and Ahmet Shala.
The Nomination Committee will meet at least twice each year and will, amongst other things, regularly review the structure, size and composition of the Board and make recommendations to the Board with regards to any changes, undertake succession planning for key directors and senior executives, identify and recommend to the Board candidates for any Board or other senior vacancies and oversee annual Board and individual director evaluation processes.
The Terms of Reference of the Nomination Committee can be found here.
It is the responsibility of the board of directors to maintain a sound system of internal control to safeguard shareholders' investment, the company's assets, employees and business of the Group. Internal control systems are designed to reflect the particular type of business, operations and safety risks, and to identify and manage these risks.
The Board also seeks to ensure that there is a proper organisational and management structure with clear responsibilities, accountability and succession plans. The Board engages independent professional advice where necessary. It is the Board's policy to ensure that the management structure and the quality and integrity of the personnel are compatible with the requirements of the group.
Eco Buildings Group and its senior management have a zero tolerance of bribery and corruption. This policy extends to all the company’s business dealings and transactions in all countries in which it or its subsidiaries and associates operate. All directors and employees are required to comply with this policy.
The Group prohibits the offering, the giving, the solicitation or the acceptance of any bribe, whether cash or other inducement to or from any person or company, wherever they are situated and whether they are a public official or body or private person or company by any individual employee, agent or other person or body acting on the Group's behalf in order to gain any commercial, contractual or regulatory advantage for the Group in a way which is unethical or in order to gain any personal advantage, pecuniary or otherwise, for the individual or anyone connected with the individual.
Bribery and fraud may occur internally or externally and may be perpetrated by employees, clients, suppliers, contractors, service providers, agents or anyone else doing business with the Group. The Group will not, therefore, enter into any business relationship or engage in any activity if it knows or has reasonable grounds to suspect that a business relationship or activity is, in any way, connected with or facilitates bribery or fraud. We will actively cooperate with law enforcement authorities for the investigation and punishment of any act of bribery connected to any group company. Employees of group companies must also comply with local policies and procedures that apply to them as set out in any other individual group company compliance manual or procedures.
The Board of Directors of Eco Buildings Group Plc is committed to developing and applying high standards of corporate governance. The Board of Directors seeks to apply the QCA Code, revised in 2023 as devised by the Quoted Companies Alliance.
The Quoted Companies Alliance is the independent membership organisation that champions the interests of small to mid-size quoted companies. The QCA Code takes key elements of good governance and applies them in a manner which is workable for the different needs of growing companies.
A revised version of the QCA Code (the “Revised Code”) was published in 2023, based on the ‘comply or explain’ principle.
The QCA Code is constructed around ten broad principles (accompanied by an explanation of what these principles entail, under ‘application’) and a set of disclosures. The Code states what is considered to be appropriate arrangements for growing companies, and asks companies to provide an explanation about how they are meeting the principles through the prescribed disclosures.
The section below sets out the principles, the application recommended by the QCA code. It then sets out how Eco Buildings Group complies with these requirements and any departures from code, and provides links to appropriate disclosures. These are based upon the recommended disclosures provided in the QCA code.
These disclosures were last reviewed December 2025
The Board of Eco Buildings Group plc has adopted the QCA Corporate Governance Code (‘the Code’) as its code of corporate governance. The Code is published by the Quoted Companies Alliance (‘QCA’) and is available at theqca.com. The key governance related matter that occurred during the financial year ended 31 December 2025 was consideration long terms strategic option for the Company.
Corporate Governance Report
The QCA Code sets out 10 principles that should be applied. These are listed below together with a short explanation of how the Company applies each of the principles:
Principle One
Business Model and Strategy
The Board has concluded that the highest medium and long-term value can be delivered to its shareholders by the adoption of a single strategy for the Company. For the year ended 31 December 2025, the principal activity of the Group was the business development and expansion.
The Board implements this strategy by meeting on a regular basis to discuss the strategic direction of the Company, and progress in achieving against its aims. Details on the Company’s strategy can be found in the strategic report on pages 5-23.
In pursuing its strategy, the Board considers the long-term implications of its decisions and seeks to balance growth opportunities with effective risk management and responsible business practices. The Board regularly reviews the Company's strategic objectives, operational performance and market conditions to ensure that the business remains appropriately positioned to create sustainable value for shareholders. In doing so, consideration is given to the interests of the Company's wider stakeholders, including employees, customers, suppliers and regulatory bodies, recognising that the strength of these relationships contributes to the long-term success of the business.
The Board also recognises the increasing importance of environmental and social factors in supporting sustainable growth. As the Company develops its operations and expands into new markets, it seeks to identify opportunities to improve efficiency, enhance the sustainability of its products and services and maintain high standards of corporate conduct. Strategic decisions are assessed against their potential impact on the Company's long-term objectives, financial performance and reputation, with the aim of delivering consistent value creation over time.
Principle Two
Understanding Shareholder Needs and Expectations
The Board is committed to maintaining good communication and having constructive dialogue with its shareholders. Eco Buildings has a Board of Directors with experience in understanding the needs and expectations of its shareholder base. It supplements this Board with professional advisers in the form of Public Relations company, NOMAD, Broker and Company Secretary who provide advice and recommendations in various areas of its communications with shareholders. Eco Buildings engages with shareholders in the following ways:
The Board recognises the importance of understanding the views of shareholders and ensuring that their interests are considered as part of the Company's decision-making processes. The Executive Directors and the Company's advisers maintain regular dialogue with existing and prospective investors through meetings, presentations and other engagement activities. Feedback received from shareholders is communicated to the Board and forms part of discussions regarding the Company's strategy, operational priorities and corporate governance arrangements.
The Board reviews the effectiveness of its shareholder engagement activities on an ongoing basis and seeks to ensure that communication with shareholders remains open, transparent and accessible. The Annual General Meeting provides shareholders with an opportunity to engage directly with the Board, ask questions and express their views on matters affecting the Company. The Board values this feedback and considers it an important component of maintaining a strong understanding of shareholder expectations and supporting the Company's long-term success.
Principle Three
Considering Wider Stakeholder and Social Responsibilities
The Board recognises that the long-term success of the Company is reliant upon the efforts of the employees of the Company and its contractors, suppliers, regulators and other stakeholders. The Board has put in place a range of processes and systems to ensure that there is close oversight and contact with its key resources and relationships. For example, employees are encouraged to raise any concerns they may have with relevant management and are also provided with independent contact should they not want to engage directly with their managers. The mechanisms for feedback from shareholders have been considered under point (2) above. Feedback from customers is at present informal. Sales agents will contact customers on an ad hoc basis following completion of a sale or project and provide verbal feedback where necessary to senior management. Feedback from regulators is provided via the regular framework of reporting and inspections that are carried out.These feedback processes help to ensure that the Company can respond to new issues and opportunities that arise to further the success of the Company.
The Board seeks to maintain a culture of openness, integrity and accountability throughout the Group and recognises that positive relationships with its stakeholders are fundamental to the delivery of its strategic objectives. The Board considers stakeholder interests when making decisions and seeks to understand the potential impact of those decisions on employees, customers, suppliers, business partners and the communities in which the Group operates.
The Company encourages regular communication between management and employees to ensure that views and concerns can be raised and addressed in a timely manner. Feedback received through these interactions assists management and the Board in understanding the priorities of the workforce and identifying opportunities for operational and organisational improvement. The Board receives updates from management on matters relating to employee engagement, health and safety, operational performance and stakeholder relationships as part of its ongoing oversight responsibilities.
As the business continues to develop, the Board remains committed to operating in a responsible manner and seeks to ensure that the Company's activities are conducted in accordance with its values, applicable regulations and recognised standards of business conduct. The Board believes that maintaining strong stakeholder relationships and acting responsibly supports the long-term sustainability and success of the Group.
Principle Four
Risk Management
Eco Buildings recognises that risk is inherent in all of its business activities. Its risks can have a financial, operational or reputational impact. The Company’s system of risk identification, supported by established governance controls, ensures that it effectively responds to such risks, whilst acting ethically and with integrity for the benefit of all of our stakeholders. Once identified, risks are evaluated to establish root causes, financial and non-financial impacts, and likelihood of occurrence. Consideration of risk impact and likelihood is taken into account to create a prioritised risk register and to determine which of the risks should be considered as a principal risk. The effectiveness and adequacy of mitigating controls are assessed. If additional controls are required, these will be identified, and responsibilities assigned. The Company’s management is responsible for monitoring the progress of actions to mitigate key risks. The risk management process is continuous; key risks are reported to the Audit Committee and at least once a year to the full Board.
The Directors have established procedures, as represented by this statement, for the purpose of providing a system of internal control. An internal audit function is not considered necessary or practical due to the size of the Company and the close day to day control exercised by the executive Directors. However, the Board will continue to monitor the need for an internal audit function.
The Board considers effective risk management to be an integral part of the decision-making process and the achievement of the Company's strategic objectives. Risk considerations are embedded within the Group's planning and operational processes, enabling management and the Board to assess potential threats and opportunities as the business develops. The Board regularly reviews the Group's principal and emerging risks, taking into account changes in the external environment, market conditions, regulatory developments and operational activities.
The Board recognises that the nature and profile of risks faced by the Group will evolve as the business grows and therefore seeks to maintain a risk management framework that is proportionate to the size and complexity of the organisation. Management is responsible for implementing and maintaining appropriate controls and reporting on their effectiveness, while the Board and Audit Committee provide oversight and challenge where necessary. The Board is satisfied that the Company's risk management and internal control systems remained appropriate during the year and will continue to review their effectiveness on an ongoing basis.
In addition to financial and operational risks, the Board considers broader risks that may affect the Company's long-term success, including regulatory, technological, environmental, reputational and people-related risks. These risks are assessed as part of the Group's regular risk review process to ensure that appropriate mitigation measures are identified and implemented where required.
Principle Five
A Well-Functioning Board of Directors
During the year ended 31 December 2025 the Board had six Directors, three of whom were non-executive. The Board is responsible for the management of the business of the Company, setting its strategic direction and establishing appropriate policies. It is the Directors’ responsibility to oversee the financial position of the Company and monitor its business and affairs, on behalf of the shareholders, to whom they are accountable. The primary duty of the Board is to act in the best interests of the Company and stakeholders at all times. The Board also addresses issues relating to internal controls and risk management.
The Non-Executive Directors, Ahmet Shala and Don Nicolson, brought a wide range of skills and experience to the Company, as well as independent judgment on strategy, risk and performance.
The Non-Executive Directors are considered to be independent at the date of this report, Ahmet Shala and Don Nicolson.
It is the Group’s policy that the roles of the Chairman and Exec Vice Chairman are separate, with their roles and responsibilities clearly divided and recorded. A summary of their roles is as follows:
The Board believes that its current composition provides an appropriate balance of executive and non-executive representation, enabling effective leadership, oversight and constructive challenge. The Directors collectively possess a broad range of skills, knowledge and experience relevant to the Group's activities, including corporate finance, international business development, operations, governance and public company management. The Board regularly reviews its composition to ensure that it continues to provide the expertise and diversity of thought necessary to support the Company's strategic objectives and long-term success.
The Board recognises the importance of independence in ensuring effective governance and robust decision-making. In assessing the independence of the Non-Executive Directors, the Board considers a range of factors including tenure, business relationships, shareholdings and any other circumstances that may affect their ability to exercise objective judgement. The Board is satisfied that Ahmet Shala and Don Nicolson continue to demonstrate independence of character and judgement and provide effective challenge and scrutiny across matters relating to strategy, performance, risk management and stakeholder interests.
The Board meets regularly throughout the year and receives timely information to enable informed decision-making. Board discussions encourage open debate and constructive challenge, with all Directors having the opportunity to contribute to matters under consideration. In addition to its statutory responsibilities, the Board considers the impact of its decisions on the Company's shareholders and wider stakeholder groups, recognising that sustainable long-term value creation depends upon maintaining strong relationships with employees, customers, suppliers, regulators and business partners.
The Board is committed to maintaining high standards of corporate governance and continually reviews its effectiveness, governance arrangements and succession requirements to ensure they remain appropriate for the size, complexity and stage of development of the Group. As the Company continues to grow, the Board will keep under review the balance of skills, experience, diversity and independence represented on the Board to support the delivery of its strategic objectives.
As at the date hereof the Board comprised, the Non-Executive Chairman Don Nicolson, Executive Vice Chairman Etrur Albani, the Finance Director Fiona Hadfield, and one Non-Executive Director, Ahmet Shala. Biographical details of the current Directors are set out within Principle Six below. Executive and Non-Executive Directors are subject to re-election at intervals of no more than three years. The letters of appointment of all Directors are available for inspection at the Company’s registered office during normal business hours.
Principle Six
Appropriate Skills and Experience of the Directors
The Board of Eco Buildings has been assembled to allow each Director to contribute the necessary mix of experience, skills and personal qualities to deliver the strategy of the company for the benefit of the shareholders over the medium to long term. Full details of the Board Members and their experience and skills can be found on pages 24 and 265 of these financial statements.
Together the Board of Directors provide relevant quarrying, construction and quarrying sector skills, the skills associated with running large public companies, technical skills, country experience and technical and financial qualifications to assist the Company in achieving its stated aims.
The Directors keep their skillsets up to date as required through the range of roles they perform and consideration of technical and industry updates.
The Board has sought external advice in regard to proposed transactions, litigation, tax planning and certification process.Other than this matter the Board has not sought advice on any significant matter, apart from advice sought in the normal course of business from our auditors, lawyers and tax compliance advice. No external advisers have been engaged by the Board of Directors. The key advisers to the Company are listed on page 25 of these financial statements.
The role of Company Secretary is fulfilled by FN advisory Limited and supports and advises the Board in its function.
The Board shall review annually the appropriateness and opportunity for continuing professional development whether formal or informal.
The Board undertakes regular reviews of its collective skills, experience and capabilities to ensure that it remains appropriately equipped to support the Company's strategic objectives and future development. In undertaking this assessment, the Board considers the current and anticipated needs of the business, including operational growth, international expansion, regulatory requirements, corporate governance developments and evolving market conditions.
The Board recognises the value of diversity in its broadest sense, including diversity of experience, background, knowledge and perspective, and believes that a range of viewpoints contributes to more effective decision-making and Board discussions. When considering future Board appointments, the Board seeks to maintain an appropriate balance of skills, experience, independence and diversity to support the long-term success of the Group.
Directors are encouraged to maintain and enhance their knowledge through continuing professional development and by keeping abreast of relevant legal, regulatory, governance and industry developments. Updates on regulatory and governance matters are provided to the Board as appropriate by the Company's advisers, including the Company's Nominated Adviser, legal advisers, auditors and Company Secretary. The Board considers ongoing professional development to be an important component of maintaining an effective Board and strong governance framework.
The Board also considers succession planning as part of its governance responsibilities to ensure that the Company maintains the appropriate balance of skills and experience as the business develops. Succession planning is reviewed periodically to support the continued effectiveness of the Board and the achievement of the Company's long-term strategic objectives.
Principle Seven
Evaluation of Board Performance
Eco Buildings has yet to carry out a formal assessment of Board effectiveness, given its stage of development as an entity. The Board are considering how this first assessment will be carried out. The Board will keep this under consideration and put in place procedures when it is felt appropriate.
The Company’s policy is to maintain levels of compensation for the Group that are comparable and competitive with peer group companies, so as to attract and retain individuals of the highest calibre, by rewarding them as appropriate for their contribution to the Group’s performance. The Company may take independent advice in structuring remuneration packages of directors and employees.
The terms of each Executive Director’s appointment are set out in their service agreements which are effective for an indefinite period but may be terminated in accordance with specified notice periods of between six and twelve months. Each service agreement sets out details of basic salary, fees, benefits-in-kind and share option grants. The Directors do not participate in any group pension scheme and their remuneration is not pensionable.
The executive directors are eligible to participate in discretionary bonus arrangements. Bonuses are payable in cash and are awarded by the Board, upon recommendations by the Remuneration Committee. Details of the Directors’ compensation is set out in the notes to the financial statements.
The terms of appointment of the Non-Executive Directors are set out in their letters of appointment which are effective for renewable three-year terms but may be terminated in accordance with specified notice periods. The Non-Executive Directors do not participate in any group pension scheme and their remuneration is not pensionable. Details of Non-Executive Directors’ compensation is set out below.
The basic salary of each Executive Director is established by reference to their responsibilities. The fees paid to Non-Executive Directors are determined by the Board and reviewed periodically to reflect current rates and practice commensurate with the size of the Company and their roles.
Principle Eight
Corporate Culture
The Board recognises that their decisions regarding strategy and risk will impact the corporate culture of the Company as a whole and that this will impact the performance of the Company. The Board is very aware that the tone and culture set by the Board will greatly impact all aspects of the Company as a whole and the way that employees behave. The corporate governance arrangements that the Board has adopted are designed to ensure that the Company delivers long term value to its shareholders and that shareholders have the opportunity to express their views and expectations for the Company in a manner that encourages open dialogue with the Board. A large part of the Company’s activities is centred upon what needs to be an open and respectful dialogue with employees, clients and other stakeholders.
Therefore, the importance of sound ethical values and behaviours is crucial to the ability of the Company to successfully achieve its corporate objectives. The Board places great importance on this aspect of corporate life and seeks to ensure that this flows through all that the Company does. The Directors consider that at present the Company has an open culture facilitating comprehensive dialogue and feedback and enabling positive and constructive challenge. The Company has adopted, with effect from the date on which its shares were admitted to AIM, a code for Directors’ and employees’ dealings in securities which is appropriate for a company whose securities are traded on AIM and is in accordance with the requirements of the Market Abuse Regulation which came into effect in 2016.
The Board believes that a strong and positive corporate culture is fundamental to the successful delivery of the Group's strategy and the creation of sustainable long-term value. The Board seeks to promote a culture based on integrity, accountability, transparency, collaboration and respect, which it considers essential to maintaining the confidence of shareholders, employees, customers, suppliers and other stakeholders.
The Board monitors the Company's culture through regular interaction with management and employees, consideration of stakeholder feedback and review of operational and business performance. Through these interactions, the Board seeks to gain an understanding of whether the Company's values and expected behaviours are being consistently demonstrated throughout the organisation. The Board considers employee engagement, health and safety, regulatory compliance and stakeholder relationships as important indicators of corporate culture and organisational effectiveness.
The Board recognises that culture is continually evolving as the business develops and therefore remains committed to ensuring that the Company's values are reflected in its policies, procedures and decision-making processes. The Board regularly considers whether the Company's governance framework, leadership approach and operational practices continue to support the desired culture and long-term strategic objectives of the Group.
The Directors are satisfied that the Company's culture remains aligned with its purpose, strategy and values and that it continues to support responsible decision-making, effective risk management and the achievement of the Group's objectives.
Principle Nine
Maintenance of Governance Structures and Processes
Ultimate authority for all aspects of the Company’s activities rests with the Board, the respective responsibilities of the Chairman and Executive Vice Chairman arising as a consequence of delegation by the Board. The Board has adopted appropriate delegations of authority which set out matters which are reserved to the Board. The Chairman is responsible for the effectiveness of the Board, while management of the Company’s business and primary contact with shareholders has been delegated by the Board to the Executive Vice Chairman. The terms of reference of the board committees are reviewed regularly and are available on the Company’s website www.eco-buildingsplc.com.
Remuneration Committee
The Remuneration Committee consisted of Don Nicolson (Committee Chairman) and Ahmet Shala during the year ended 31 December 2025. It is responsible for reviewing the performance of the senior executives and for determining their levels of remuneration.The Committee makes recommendations to the Board, within agreed terms of reference regarding the levels of remuneration and benefits.
Nomination Committee
The Nomination Committee meets as required to consider the composition of and succession planning for the Board, and to lead the process of appointments to the Board. The Committee Chairman was Don Nicolson during the year.The other members of the Committee were Etrur Albani, Ahmet Shala and Don Nicolson during the year ended 31 December 2025.
Audit Committee
The Audit Committee consisted of two Non-Executive Directors: Don Nicolson and Ahmet Shala (Committee Chairman) for the year ended 31 December 2025.The Audit Committee meets at least three times a year to consider the annual and interim financial statements and the audit plan.The Audit Committee is responsible for ensuring that appropriate financial reporting procedures are properly maintained and reported upon, reviewing accounting policies and for meeting the auditors and reviewing their reports relating to the financial statements and internal control systems.The report of the Audit Committee can be found on page 36.
Non-Executive Directors
The Board has adopted guidelines for the appointment of Non-Executive Directors which have been in place, and which have been observed throughout the year. In accordance with the Companies Act 2006, the Board complies with: a duty to act within their powers; a duty to promote the success of the Company; a duty to exercise independent judgement; a duty to exercise reasonable care, skill and diligence; a duty to avoid conflicts of interest; a duty not to accept benefits from third parties and a duty to declare any interest in a proposed transaction or arrangement.
Principle Ten
Shareholder Communication
The Board is committed to maintaining good communication and having constructive dialogue with its shareholders. The Company has close ongoing relationships with its private shareholders. Institutional shareholders and analysts have the opportunity to discuss issues and provide feedback at meetings with the Company. In addition, all shareholders are encouraged to attend the Company’s Annual General Meeting. Historical annual reports and other governance-related material, notices of all general meetings over the last five years can be found on the website. There have been no votes where a significant proportion of votes (e.g. 20% of independent votes) have been cast against a resolution at any general meeting.
The Board recognises the importance of maintaining an ongoing dialogue with shareholders and seeks to ensure that communication is clear, transparent and timely. The Company aims to provide shareholders with sufficient information to enable them to understand the Group's strategy, business model, performance and governance arrangements. Regulatory announcements, annual and interim reports and information published on the Company's website are key components of the Company's communication programme.
The Board receives feedback from shareholder meetings, investor presentations, market discussions and communications received directly from shareholders throughout the year. This feedback assists the Board in understanding shareholder views and expectations and is considered as part of the Board's discussions regarding strategy, governance and corporate development activities. The Board believes that maintaining open channels of communication contributes to effective decision-making and supports the Company's long-term success.
The Company is committed to ensuring that all shareholders are treated fairly and have access to the same information at the same time. The Company's website provides a central source of information for shareholders and includes corporate governance disclosures, regulatory announcements, financial reports and details of how shareholders may contact the Company.
The Board carefully reviews the results of shareholder voting at general meetings and seeks to understand any significant opposition to resolutions. Where a significant proportion of votes are cast against a resolution, the Board would engage with shareholders where appropriate to understand their concerns and consider whether any actions or additional disclosures are required in response.