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Corporate Governance

AIM Rule 26
Business Description
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The Board is responsible for establishing the strategic direction of the Company, monitoring the Group’s trading performance and appraising and executing development and acquisition opportunities. The Company will hold regular Board meetings, at which financial and other reports, including, inter alia, working capital reports, profit (or loss) attributable to each aircraft, fleet utilisation, review of new business opportunities (including contract terms for potential new aircraft) and acquisition opportunities, are considered and, where appropriate, voted on.

Board Member Responsibilities

The Board of Hangar8 has established an Audit Committee, a Nomination Committee, a Remuneration Committee and a Social Responsibility Committee. The Company has appointed Nigel Payne, George Rolls and David Cowham as non-executive Directors. Mr. Payne will chair the Audit Committee, Mr. Rolls will chair the Nomination Committee and the Remuneration Committee and Mr. Payne will chair the Social Responsibility Committee.

Audit committee

The Audit Committee consists of Nigel Payne as its Chairman, and two non-executive Directors George Rolls and David Cowham. The Audit Committee will plan and review reports from the management and the external auditors of the Group relating to the annual report and accounts and interim accounts.


Nomination committee

The Nomination Committee consists of George Rolls as its Chairman and Nigel Payne. The Nomination Committee considers the composition of the Board, retirements and appointments of additional and replacement Directors and makes appropriate recommendations thereon to the Board.

Remuneration committee

The Remuneration Committee consists of George Rolls as its Chairman and two non-executive Directors, Nigel Payne and David Cowham. The Remuneration Committee will review and make recommendations to the Board on the scale and structure of remuneration of the executive Directors and senior managers, including, the implementation and operation of share incentive schemes and for the determination, within agreed terms of reference, of specific remuneration packages for each of the executive Directors, including pension rights, contracts of employment and any compensation payments. The remuneration and terms and conditions of appointment of non-executive Directors will be set by the Board.

Social Responsibility committee

The Social Responsibility Committee consists of Nigel Payne as its Chairman, and two non-executive Directors, George Rolls and David Cowham. The Social Responsibility Committee will review the Company’s policies on corporate social responsibility and seek to stimulate and maintain Group-wide best practice on such issues.

Page last updated: 05 05 2012

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