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  Investor Relations - Corporate Governance  
     
 

The Company has taken steps to ensure that, where practicable for a company of its size, the principles of good governance and code of best practice (the "Combined Code") are complied with and the appropriate corporate governance structures have been put in place.

The Board of DCD Media comprises five executive Directors and three non-executive Directors. The Company holds Board meetings throughout the year at which reports relating to the Company's operations, together with financial reports, are considered. The Boards is responsible for formulating, reviewing and approving the Company's strategy, budgets, major items of capital expenditure and acquisitions.

The Audit Committee comprises D Elstein, S Pizey and T Wildman. Within its agreed terms of reference, the Audit Committee will meet semi-annually and it is responsible for ensuring that the financial performance of the Company is properly monitored and reported on. It has the opportunity to meet with the Company's auditors without executive Board members being present and will review reports relating to accounts and internal control systems.

The Remuneration Committee comprises D Elstein and T Wildman. Within its agreed terms of reference, the Remuneration Committee considers and determines the remuneration of the executive and non executive Directors and senior employees of the Group and also considers and determines incentive arrangements for executives and employees including the Company's share option arrangements.

The terms of reference prevent any member of the Remuneration Committee who is an executive Director from taking part in any discussions or decisions relating to his own remuneration.

The Company will take all reasonable steps to ensure compliance by Directors and applicable employees with the provisions of the AIM Rules relating to dealings in securities.

Employment Involvement

The group's policy is to encourage employee involvement at all levels as it believes this is essential for the success of the business. The directors have adopted an open management style and encourage communication to give employees the opportunity to contribute on business issues.

The group does not discriminate against anyone on any grounds. Criteria for selection and promotion are based on suitability of an applicant for the job. Applications for employment by disabled persons are always fully considered, bearing in mind the respective aptitudes of the applicants concerned. In the event of members of staff becoming disabled, every effort will be made to ensure that their employment with the group continues and that appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be at least comparable with that of other employees.