Annual report and financial statements - NVM Private Equity Ltd.
Annual report and financial statements - NVM Private Equity Ltd.
Annual report and financial statements - NVM Private Equity Ltd.
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Corporate Governance<br />
The company is committed to<br />
maintaining high st<strong>and</strong>ards in<br />
corporate goverance.<br />
The board of Northern AIM VCT PLC<br />
has considered the principles <strong>and</strong><br />
recommendations of the Association<br />
of Investment Companies Code of<br />
Corporate Governance (AIC Code)<br />
by reference to the Association of<br />
Investment Companies Corporate<br />
Governance Guide for Investment<br />
Companies (AIC Guide). The AIC<br />
Code, as explained by the AIC Guide,<br />
addresses all the principles set out in<br />
Section 1 of the Combined Code, as<br />
well as setting out additional principles<br />
<strong>and</strong> recommendations on issues that<br />
are of specific relevance to Northern<br />
AIM VCT PLC.<br />
The board considers that <strong>report</strong>ing<br />
against the principles <strong>and</strong><br />
recommendations of the AIC Code,<br />
<strong>and</strong> by reference to the AIC Guide<br />
(which incorporates the Combined<br />
Code), will provide better information<br />
to shareholders.<br />
The company is committed to<br />
maintaining high st<strong>and</strong>ards in corporate<br />
governance <strong>and</strong> has complied with the<br />
recommendations of the AIC Code <strong>and</strong><br />
the relevant provisions of Section 1<br />
of the Combined Code, except as<br />
set out below.<br />
The Combined Code includes<br />
provisions relating to the role of the<br />
chief executive, executive directors’<br />
remuneration <strong>and</strong> the need for an<br />
internal audit function. For the reasons<br />
set out in the AIC Guide, <strong>and</strong> in the<br />
preamble to the Combined Code,<br />
the board considers these provisions<br />
are not relevant to the position of<br />
Northern AIM VCT PLC, being an<br />
externally managed venture capital<br />
trust. The company has therefore not<br />
<strong>report</strong>ed further in respect of these<br />
provisions.<br />
Board of directors<br />
The company has a board of five nonexecutive<br />
directors, four of whom are<br />
considered to be independent of the<br />
company’s investment manager, <strong>NVM</strong><br />
<strong>Private</strong> <strong>Equity</strong> Limited (<strong>NVM</strong>). The<br />
board meets regularly on a quarterly<br />
basis, <strong>and</strong> on other occasions as<br />
required, to review investment<br />
performance <strong>and</strong> monitor compliance<br />
with the investment policy laid down<br />
by the board. The board is responsible<br />
to shareholders for the effective<br />
stewardship of the company’s affairs<br />
<strong>and</strong> has a formal schedule of matters<br />
specifically reserved for its decision<br />
which include:<br />
• consideration of long-term strategic<br />
issues;<br />
• valuation of the unquoted<br />
investment portfolio; <strong>and</strong><br />
• ensuring the company’s compliance<br />
with good practice in corporate<br />
governance matters.<br />
A brief biographical summary of<br />
each director is given on page 4.<br />
The chairman (Mr C J P Dawnay)<br />
leads the board in the determination<br />
of its strategy <strong>and</strong> in the achievement<br />
of its objectives. The chairman is<br />
22 Northern AIM VCT PLC <strong>Annual</strong> Report <strong>and</strong> Accounts 2007