On behalf of the Board, I am pleased to present our Corporate Governance Statement for the year ended 30 November 2025. Strong and effective governance is fundamental to delivering long-term, sustainable value for our shareholders and wider stakeholders. This year we have adopted the 2023 Quoted Companies Alliance 'QCA' Corporate Governance Code (the ‘Code’) having previously followed the 2018 QCA Corporate Governance Code. This Annual Report, together with the Corporate Governance section of the Company’s website, explains how the principles of the Code are applied and outlines any areas where we have chosen to depart from the Code, along with our rationale. Our approach goes beyond compliance, focusing on how governance supports sustainable value creation and responsible leadership.

As Chair, I have overall responsibility for leading the Board and ensuring that effective corporate governance arrangements are aligned and support the Company’s purpose and are embedded throughout the Group. I am responsible for overseeing the Board’s operation as a balanced and independent decision-making body, setting the tone from the top in relation to culture, values, and ethical behaviour, and ensuring that appropriate governance, risk management, and internal control frameworks are maintained and that wider stakeholder views are appropriately considered. During the year, we appointed to the Board Paul Williams as Chief Financial Officer, adding further depth to our financial expertise. We regularly review the balance of skills, experience, and independence on the Board to ensure diversity of thought and robust oversight.

I am happy to report that the Board remains committed to maintaining high standards of integrity, accountability, and transparency. Governance is not simply about compliance; it is about ensuring that our structures, culture, and decision-making processes support our strategic ambitions, and reflect the evolving expectations of our investors, our people, and the markets in which we operate.

Central to the Code is the emphasis on purpose, culture, and long-term value creation. During the year, we continued to embed our purpose and values across the organisation, recognising that culture is a critical enabler of strategy. We strive to foster an environment where our people can thrive, where conduct reflects our values, and where risks are identified and managed proactively. These values inform decision-making and behaviour at all levels and are supported by internal policies that ensure fairness, inclusion, and ethical practices throughout the Group.

Constructive engagement with stakeholders is central to our governance framework. Throughout the year, we actively engaged with shareholders and other stakeholders on business performance and future strategy. These interactions took place through multiple channels, including the Annual Report, our website, presentations through Investor Meet Company, announcements to the London Stock Exchange, and direct dialogue with private and institutional investors. Insights from these engagements feed directly into Board discussions and help shape strategic decisions. Further details on stakeholder engagement can be found on pages 34 and 35 of our 2025 Annual Report & Accounts.

I would like to thank my fellow Directors, our management team, and all employees for their dedication and professionalism throughout the year. Together, we strive to uphold the highest standards of governance, values, and behaviours, ensuring the integrity of our business and the long-term success of the Group.

 

Bob Holt OBE
Non-Executive Chair
2 March 2026