Corporate Governance Report 2010

The Company achieved a Premium Listing on the London Stock Exchange on 5 July 2010. It is a member of the FTSE 250 Index and de-listed from Euronext Amsterdam on 17 November 2010.

The Board is committed to high standards of corporate governance and supports the 2008 Combined Code on Corporate Governance (‘the Combined Code’) which sets standards of good practice for UK listed companies. It is the Board’s view that the Company has been fully compliant during the period from its London Premium Listing on 5 July 2010 to the end of the accounting period with the provisions set down in section 1 of the Combined Code. This statement is qualified to the extent that certain cyclical matters as follows did not occur during the period from London Premium Listing on 5 July 2010 to the end of 2010:

The Company’s first AGM since its London Premium Listing will take place on 13 May 2011, and it is intended that the Company will comply with the provisions of both the Combined Code and the UK Corporate Governance Code which will apply to the Company from 1 January 2011.

The Board Nomination Committee review of the balance of skills, knowledge and experience of the Board was undertaken in March 2011.

This report sets out details of how the Company has applied the principles and complied with the provisions of the Combined Code during the period from 5 July 2010 to 31 December 2010. The Company also supported the standards of the Combined Code prior to its London Premium Listing on 5 July 2010. Where appropriate, for example, in respect of Board and Committee attendance, the position for the full year is shown. From 1 January 2011 the Company is subject to the governance regime of the UK Corporate Governance Code (‘the UK Code’). The Board intends to apply the provisions set down in the UK Code. In particular, in relation to the more notable provisions of the UK Code, it is intended that all directors will be subject to annual re-election by shareholders and that evaluation of the Board will be externally facilitated every three years.

View the online version of our Corporate Governance Report for 2010.

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