Menu Close

Corporate governance

Board Committees

The Directors recognise the importance of sound corporate governance and intend to comply with the QCA Guidelines, to the extent appropriate for a company of its nature and size.  The QCA Guidelines were devised by the QCA, in consultation with a number of significant institutional small company investors, as an alternative corporate governance code applicable to AIM companies and have become a widely recognised benchmark for corporate governance of small and mid-sized quoted companies, particularly AIM companies.

Audit Committee

The Audit Committee comprises Matthew Benson, Nick Cooper, Roger Eddie and Colin Rae and is chaired by Matthew Benson. The Audit committee, inter alia, determines and examines matters relating to the financial affairs of the Company including the terms of engagement of the Company’s auditors and, in consultation with the auditors, the scope of the annual audit. It receives and reviews reports from management and the Company’s auditors relating to the half yearly and annual accounts and the accounting and internal control systems in use throughout the Group. 

Remuneration Committee

The Remuneration Committee comprises Roger Eddie, Nick Cooper, Matthew Benson and Colin Rae and is chaired by Roger Eddie. The Remuneration Committee, inter alia, reviews and makes recommendations in respect of the Directors’ remuneration and benefits packages, including share options and the terms of their appointment. The Remuneration Committee also makes recommendations to the Board concerning the allocation of share options to employees under the Share Plans.

Nomination Committee

The Nomination Committee comprises Matthew Benson, Roger Eddie, Sandy Adam and Colin Rae and is chaired by Roger Eddie. The Nomination Committee considers the selection and re-appointment of Directors.  It identifies and nominates candidates to fill Board vacancies and reviews regularly the structure, size and composition (including the skills, knowledge and experience) of the Board and makes recommendations to the Board with regard to any changes.

Environmental, Social and Governance (ESG) Committee

The Environmental, Social and Governance (ESG) Committee comprises Innes Smith, Colin Rae and Group Corporate Communications Director, Karen Campbell, Group Safety, Health, Environment & Quality (SHEQ) Director, Ken Millar. The ESG Committee, inter alia, oversees the implementation of the Group’s overall ESG Strategy. The Committee also monitors current and emerging issues which may impact the business, performance or image of the Company.  Additionally, the Committee studies investor feedback and oversees the Company’s reporting and disclosure with regard to ESG matters. The Committee makes recommendations to the Board concerning any policies, practices or disclosures which need adjusted in order to improve performance with regard to ESG matters and adapt to an ever-evolving market.

The City Code

Springfield Properties plc is subject to the UK City Code on Takeovers and Mergers.

QCA Code Compliance

We have set out our approach in relation to the QCA Code in the following document. Annual Report and Financial Statements. This code was last reviewed on 14th September 2021 and will be reviewed on an annual basis.

AGM Voting Results

Details of the voting at the AGM 2021 can be found in the following document. AGM Voting Results.

Springfield Tax Strategy

Find information regarding Springfield's Tax Strategy Here.