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Corporate Governance Part 2

Meetings


The Board meets regularly on a scheduled basis and at such other times as circumstances may require. The table of meetings and attendance is as follows:

Board papers are issued to all directors prior to each meeting and contain relevant detail to inform members of the financial and trading position of the company and each of its operating subsidiaries, as well as covering material issues pertaining to the Group.


Non-executive directors also maintain regular contact with executive directors to ensure that they are kept abreast of material matters that may require their input and guidance.


INTERNAL CONTROL


The directors have responsibility for the Group’s systems of internal controls. These are designed to provide reasonable assurance of effective and efficient operations, internal financial control and compliance with laws and regulations.


The Group’s system of internal controls are designed to provide reasonable, but not absolute, assurance against the risk of material errors, fraud or losses occurring.


Furthermore, because of changes in conditions, the effectiveness of an internal control system may vary over time and must be continually reviewed and adapted.


The system of internal controls is monitored throughout the Group by the audit committees, the Group internal audit department, management and employees as an integrated approach. The Board reports that:


• to the best of its knowledge and belief, no material malfunction of the Group’s internal control system occurred during the period under review;
• it is satisfied with the effectiveness of the Group’s internal controls and risk management;
• it has no reason to believe that the Group’s code of ethics has been transgressed in any material respect; and
• to the best of its knowledge and belief, no material breaches have occurred during the period under review, of compliance with any laws and regulations applicable to the Group.


INFORMATION SECURITY


Compliance with legislative requirements contributes towards the protection of corporate information, but in itself only addresses a small part of the total number of threats posed to the business arising from its dependencies on information technology and the internet. Security policies and procedures for employees and the use of technologies such as enterprise and personal firewalls, antivirus systems, intrusion monitoring and
detection are applied, as well as frequent application of software security “patches” issued by vendors as and when vulnerabilities are discovered. An overhaul and upgrade of the systems applicable to the capital equipment operations is planned for the new year.

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