Company information

Corporate governance

The Board recognises the value of good governance and complies with the provisions of the QCA Guidelines insofar as possible for a company of the size and nature of the Company.

The Company has adopted a share dealing code for the Board and employees of the Company which is in conformity with the requirements of Rule 21 of the AIM Rules for Companies. The Company will take steps to ensure compliance by the Board and applicable employees with the terms of such code.

The Board is responsible for formulating, reviewing and approving the Group’s strategy, budgets and corporate actions. The Board intends to hold Board meetings at least ten times a year and at other times as and when required. The Company has established an Audit Committee and a Remuneration Committee with effect from Admission. Details of the committees are set out below.

Audit Committee

The Company has established an Audit Committee, comprising Leslie-Ann Reed and Andrew Brode. The Audit Committee is chaired by Leslie-Ann Reed and will meet at least twice each year. The Committee’s responsibilities will include ensuring that appropriate financial reporting procedures are properly maintained and reported on, and for meeting with the Company’s auditors and reviewing their reports and accounts and the Company’s internal controls.

Remuneration Committee

The Company has established a Remuneration Committee, comprising Andrew Brode and Harry Hill. The Remuneration Committee is chaired by Andrew Brode and will meet at least twice each year. The Remuneration Committee’s responsibilities will include reviewing the performance of the executive Directors, setting their remuneration levels, determining the payment of bonuses and considering the grant of options under the share option schemes.

Country of incorporation and registration

Learning Technologies Group plc is incorporated and registered in England and Wales (registration number: 07176993). Its main country of operation is the United Kingdom.  LTG  is subject to the UK City Code on Takeovers and Mergers.

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