Corporate Governance

The Directors of Libertas Capital Group acknowledge the importance and support the highest standards of corporate governance and will observe the requirements of the Combined Code to the extent they consider appropriate to a company of its size, nature and stage of development.

The company has established Remuneration and Audit Committees, comprising a majority of Non-executive Directors, with formally delegated duties and responsibilities.

The Remuneration Committee of the company, which is chaired by Michael Naylor and includes Sven Skarendahl and Jakob Kinde are responsible for the review and recommendation of the scale and structure of remuneration packages for executive management, including any bonus arrangements and the award of share options.

The Audit Committee of the company, which is chaired by Sven Skarendahl and includes Michael Naylor meets at least twice a year. The Audit Committee is responsible for ensuring that the company’s financial performance is properly monitored, controlled and reported. It also meets the auditors and reviews reports from the auditors relating to accounts and internal control systems. The Audit Committee meets once a year with the auditors without executive board members present.

The function of the New Business Committee is to approve all new business requests.   The committee will examine the commercial rational of the proposed transaction, the resources required and any regulatory, legal or other potential risks.  They will also ensure that appropriate anti-money laundering and KYC procedures are being followed.  The committee is made up of the Head of Corporate Finance, Compliance; the sponsoring senior manager and at least two other senior managers, with the final sign off by the group CEO Henry Okereke.