Corporate governance

Due to the size and nature of EWG, it does not currently comply with the full provisions of the UK Corporate Governance Code. However, the Directors recognise the importance of sound corporate governance and intend to follow, as far as practicable, the QCA Guidelines.

Audit Committee

The Audit Committee will be chaired by Buzz West. The Audit Committee is responsible for providing formal and transparent arrangements for considering how to apply suitable financial reporting and internal control principles having regard to good corporate governance and for monitoring external audit functions including the cost-effectiveness, independence and objectivity of the Company’s auditors.

Remuneration Committee

The remuneration committee will be chaired by Buzz West. The Remuneration Committee is responsible for establishing a formal and transparent procedure for developing policy on executive remuneration and to set the remuneration packages of individual directors. This includes agreeing with the Board the framework for remuneration of the Group Chief Executive, all other executive directors, the Company Secretary and such other members of the executive management of the Company as it is designated to consider. It is also responsible for determining the total individual remuneration packages of each director including, where appropriate, bonuses, incentive payments and share options. No director will play a part in any decision about his own remuneration.

Nomination Committee

The Nomination Committee will be chaired by Buzz West. The Nomination Committee is responsible for considering Board appointments, reviewing Board structure, size and composition and identifying the need for Board appointments by reference to the balance of skills, knowledge and experience on the Board and the scale of the Enlarged Group.