COMPANIES ACT AND AIM RULES COMPLIANCE

The company’s board comprises the following – please click here for brief biographical details and areas of responsibility:

Stephen Goodyear
(Chairman – non-executive)

Patrick Dardis
(Chief Executive)

Torquil Sligo-Young
(Information Resources)

Tracy Dodd
(People)

Roger Lambert
(Senior Independent Director – non-executive)

Trish Corzine
(Non-executive)

Nick Miller
(Non-executive)

Ian McHoul
(Non-executive)

UK CITY CODE ON TAKEOVERS AND MERGERS (THE “CODE”)

The company is subject to the Code.

Exchanges or trading platforms on which the company has applied or agreed to have any of its securities admitted or traded

The company’s shares are traded on AIM. There are no other exchanges or trading platforms on which the company has applied or agreed to have its shares admitted or traded.

NUMBER OF SHARES IN ISSUE (INC. TREASURY SHARES)

As at 9th April 2019: 29,805,040 A ordinary shares of 12.5p each and 19,160,000 non-voting ordinary shares of 12.5p each. All of the shares are fully-paid. No shares are held as treasury shares.

PERCENTAGE OF SHARES NOT IN PUBLIC HANDS (AS DEFINED IN THE AIM RULES)

So far as the company was aware:

• As at 15 April 2019, 27.64% of the company’s A shares were not in public hands; and
• As at 28 March 2019, 39.03% of the company’s non-voting shares were not in public hands.

Identity and percentage holdings of significant shareholders
As at 2nd May 2019, the company had been notified of the following holdings of 3% or more of the voting rights in the company:

• Torquil Sligo-Young – 14.82%
• James Young – 12.99%
• Caroline Chelton – 11.7%
• Canaccord Genuity Group Inc. – 5.5521%
• Lindsell Train Limited – 5.28%
• Octopus Investments Nominees Limited – 9.09%
• BlackRock Investment Management (UK) Ltd – <5.00%
• Helena Young – 3.12%

So far as the company was aware, as at 28 March 2019 the following held 3% or more of the company’s non-voting shares:

• Invesco Asset Management – 17.99%
• Lindsell Train Limited – 16.50%
• James Sharp & Co – 9.21%
• Cazenove Capital Management – 4.05%
• BlackRock Investment Management Ltd – 8.37%
• NFU Mutual – 5.18%
• Merian Global Investors Ltd – 4.46%
• Torquil Sligo-Young – 3.13%

STOCKBROKERS

J.P. Morgan Securities plc of 25 Bank Street, London E14 5JP

Panmure Gordon (UK) Ltd of One New Change, London EC4M 9AF

NOMINATED ADVISER

J.P. Morgan Securities plc of 25 Bank Street, London E14 5JP

REGISTRAR

Computershare Investor Services PLC of The Pavilions, Bridgwater Road, Bristol BS99 6ZZ

AUDITOR

Ernst & Young LLP of 1 More London Place, London SE1 2AF

BANKS

Royal Bank of Scotland Group plc of Corporate Banking London, 280 Bishopsgate, London EC2M 4RBB

Barclays Bank plc of 1 Churchill Place, London E14 5HP

HSBC Bank Plc of 8 Canada Square, London E14 5HQ

SOLICITORS

Slaughter and May of One Bunhill Row, London EC1Y 8YY

Gowling WLG (UK) LLP of Two Snowhill, Birmingham B4 6WR

CORPORATE GOVERNANCE

To view this document please click here

AUDIT COMMITTEE

Please view the above corporate governance document first then click here for the committee’s full terms of reference; they set out its other responsibilities.

REMUNERATION COMMITTEE

Please view the above corporate governance document first and then click here for the committee’s full terms of reference; they set out its other responsibilities.

DISCLOSURE COMMITTEE

Please view the above corporate governance document first and then click here for the committee’s full terms of reference; they sey out its other responsibilities.