Corporate Governance and Compliance with QCA code

Directors acknowledge the importance of high standards of corporate governance and have chosen to comply with the principles set out in the Corporate Governance Code for Small and Mid-Size Quoted Companies, as issued by the QCA (the QCA Code). A summary of how the Company currently complies with the QCA Code is set out below and annual updates on the Company’s compliance will also be provided in the manner recommended by the QCA Code.

As Chair, my role is to lead the Board of Directors and to be responsible for ensuring that the Company adheres to and applies the standards of corporate governance.
The Board meets regularly to review, formulate and approve the Group’s strategy, performance and corporate actions. The Company has established an Audit Committee, Nomination Committee and a Remuneration Committee with formally delegated duties and responsibilities and with written terms of reference. Each of these committees meets regularly as set out below. From time to time, separate committees may be set up by the Board to consider specific issues when the need arises.

Mark Hodgkins
Chair

Compliance with the QCA Code

The Board recognises the importance of sound corporate governance and intends to adopt on Admission the Quoted Companies Alliance (the “QCA”) Corporate Governance Code for Small and Mid-size Quoted Companies 2018 (together the “QCA Code”) as they consider appropriate for the Company’s size, board structure, stage of development and resources.

All AIM companies must provide details on their website of the recognised code that the company has decided to apply, how it complies with that code and where it departs from this, an explanation of the reasons for doing so.
From Admission, the Group’s website at https://www.ensilica.com/ will set out how the Company complies with the QCA Code.

Following Admission, it is expected that the Board will meet at least once every 2 months to review, develop and approve the Company’s strategy, budgets and corporate actions and oversee the Company’s progress towards its goals. It has established an audit committee and a remuneration committee with formally delegated duties and responsibilities and with written terms of reference. From time to time, separate committees may be set up by the Board to consider specific issues when the need arises. Due to the size of the Company, the Board has decided that issues concerning the nomination of directors will be dealt with by the Board rather than by a specific nomination committee. In view of Mark Hodgkins role as executive chairman of the Company, Janet Collyer has been appointed as the senior independent director.