Corporate governance

Compliance with the Combined Code

Corin is committed to high standards of corporate governance. Throughout the year ended 31 December 2009, the Group has been in compliance with the Code provisions set out in section 1 of the 2008 FRC Combined Code.

Application of principles of good governance
The Board and its committees

The Board currently comprises an independent non-executive chairman, two independent non-executive directors and two executive directors. L Wilding is the senior independent non-executive director. S J Hartley resigned from the board as Finance Director and Company Secretary on 12 February 2009. M R D Roller was appointed as Finance Director and Company Secretary on 2 March 2009. There is a clear division of responsibilities between the Chairman and the Chief Executive Officer. All directors are subject to re-election every three years. 

The Board is responsible to shareholders for the proper management of the Group and for the Group’s system of corporate governance. A statement of the directors’ responsibilities in respect of the financial statements and a statement on going concern are given in the Report of the Directors. 

The Board met formally on seven occasions during 2009 to review trading performance, forecasts and strategy, and to consider possible acquisitions and reporting to shareholders. The Board has a formal schedule of matters specifically reserved to it for decision. All directors attended each Board meeting throughout the year. M R D Roller attended all of the meetings held after his appointment. The non-executive directors have a particular responsibility to ensure that the strategies proposed by the executive directors are fully considered. To enable the Board to discharge its duties, all directors receive appropriate and timely information, have access to the advice and services of the Company Secretary and are entitled to take independent professional advice. 

The following formally constituted committees support the Board, dealing with specific aspects of the Group’s affairs in accordance with written terms of reference that are available at the Group’s registered office:

•  Nomination Committee
•  Remuneration Committee
•  Audit Committee

For full details of our corporate governance policy please click here.