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Regulatory Information (AIM Rule 26)

The following information is provided in accordance with Rule 26 of the AIM Rules

The Company is subject to the provisions of the City Code on Takeovers and Mergers published by the Takeover Panel.

Corporate Governance

 The group aims to operate to high standards of moral and ethical behaviour. All members of the board fully support the value and importance of good corporate governance and in our accountability to all of the company’s stakeholders, including shareholders, employees, customers, distributors, suppliers, regulators and the wider community.

The corporate governance framework 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 group operations.

The board considers it appropriate to adopt the principles of the Quoted Companies Alliance Corporate Governance Code (“the QCA Code”) published in April 2018. 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:

Principle

Extent of current compliance

Commentary

Further disclosure(s)

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

Fully compliant

Group business strategy is set out in the Chairman’s statement above.


Strategic issues, and the appropriate business model to exploit opportunities and mitigate risks, are under continuous review by the board, and reported periodically.

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Strategic Report section of the Annual Report

Seek to understand and meet shareholder needs and expectations

Fully compliant

Regular meetings are held with shareholders at the release of interim and final results, together with a number of additional ad hoc meetings, any structured feedback given at these meetings is considered by the Board and acted on as appropriate.

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Reflect wider stakeholder and social responsibilities and their implications for long term success

Fully compliant

Directors and employees adopt a broad view during decision making to take meaningful account of the impact of our business on all key stakeholder groups.  

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

Fully compliant

The group operates a system of internal controls designed (to the extent considered appropriate) to safeguard group assets and protect the business from identified risks, including risk to reputation. Financial risks, including adequacy of funding and exposure to foreign currencies, are identified and subject to examination during the annual external audit process.



Principal Risks and Uncertainties section of  Annual Report

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

Fully compliant

The board comprises five directors; two non-executive directors and three executive directors.  The two non-executive directors are considered to be fully independent (Nigel Rogers and Rodney Westhead).  

The board is supported by appropriate board committees which are each chaired by one of the independent non-executive directors.

An annual record of attendance at board meetings is included in the Annual Report at the conclusion of each year.

Board section of Annual Report.

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

Fully compliant

The board is satisfied that the current composition provides the required degree of skills, experience, diversity and capabilities appropriate to the needs of the business.  Steps are taken to challenge the status quo, and encourage proper consideration of any dissenting opinion. Board composition and succession planning are subject to continuous review taking account of the potential future needs of the business.

Board section of Annual Report.

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

Partially compliant

Board evaluation has not been carried out as part of a formal process, although the Chairman has actively encouraged self-evaluation by all board members, and feedback on the conduct and content of board meetings.  The board will consider whether a more structured approach is required in future.

N/A












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

Fully compliant

The board promotes high ethical and moral standards.  The board and all employees expect to be judged by, and accountable for, their actions and compliance with the Company handbook. Employees are encouraged to attend training courses and maintain CPD.  

N/A

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

Fully compliant

The board as a whole share responsibility for sound governance practices.  The roles and responsibilities of each of the directors (including committee memberships) are clearly set out in their job descriptions and any particular responsibilities communicated and understood.  




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Board section of Annual Report.

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

Fully compliant

Regular meetings with shareholders and other key representative groups provide a specific opportunity for raising any concerns related to corporate governance, including any significant votes cast against or abstaining from shareholder resolutions.  A record of meetings held to engage with shareholders will be included in each Annual Report.

Board section of Annual Report.

Company Profile

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Director Profiles

Click here for the Director Profiles

Major Shareholders

Click here for Major Shareholder Information

Board Committees

Remuneration Committee Nigel Rogers (Chair) & Rodney Westhead
Audit Committee Rodney Westhead (Chair) & Nigel Rogers

 

 

 

 

Country of incorporation and main country of operation

Transense Technologies plc is incorporated in England (Registration Number 1885075) which is also the main country of operation.

Current constitutional documents

Please click on the following link for the Articles of Association: Download Requires Adobe Acrobat Reader

Details of any other exchanges or trading platforms

The Company has not applied or agreed to have an of its securities (including its AIM securities) admitted or traded on any other excahnges or trading platforms

Details of any restrictions on the transfer of securities

There are no restrictions on the transfer of securities

 

Admission Document And Circulars

Please click on the following link to access the Companies Admission document dated 22nd October 2007: Download Requires Adobe Acrobat Reader

Please click on the following link to access the Subscription Circular dated 10th December 2007: Download Requires Adobe Acrobat Reader

Annual Accounts and Placing Circulars

Click here for Accounts & Notices Section  

AIM Shares in issue

Click here for Summary Section

Significant Shareholders and AIM Shares not in public hands 

Click here for Major Holders

Regulatory Announcements 

Click here for Announcements

Company Details and Key Advisors  

Click here for Company Details

This information was updated on the 9/27/2018.