FORESIGHT 4 VCT PLC - Foresight Group
FORESIGHT 4 VCT PLC - Foresight Group
FORESIGHT 4 VCT PLC - Foresight Group
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The Board of Directors<br />
The Board of the Company will continue in its current form (Peter Dicks, a Director of the Company, is<br />
also a director of <strong>Foresight</strong> 5 and <strong>Foresight</strong> Clearwater and, therefore, will bring recent knowledge and<br />
experience of these Targets <strong>VCT</strong>s to the Enlarged Company). The composition of the Board will<br />
continue to be kept under review.<br />
Philip Henry Peter Stephens (69) (Chairman)<br />
Philip Stephens retired from Williams de Broe plc in 2002 where he was joint head of corporate finance.<br />
He was previously a managing director at UBS, which he joined in 1989. He was involved in corporate<br />
finance and corporate broking for over thirty-five years. He is currently non-executive chairman of Egdon<br />
Resources <strong>PLC</strong> and Neptune-Calculus Income & Growth <strong>VCT</strong> plc. Philip is a member of the Audit<br />
Committee.<br />
Peter Frederick Dicks (69)<br />
Peter Dicks was a founder director of Abingworth plc in 1973, a successful venture capital company. He<br />
is currently a director of a number of quoted and unquoted companies, including SportingBet plc and<br />
Private Equity Investor plc where he is Chairman, Polar Capital Technology Trust plc, Graphite<br />
Enterprise Trust plc and Standard Microsystems Inc, a US-NASDAQ quoted company. In addition, he<br />
has been a Director of <strong>Foresight</strong> <strong>VCT</strong> plc, <strong>Foresight</strong> 2 <strong>VCT</strong> plc and <strong>Foresight</strong> Clearwater since their<br />
respective launches in 1997, 2004 and 2010 and has been a director of <strong>Foresight</strong> 3 <strong>VCT</strong> plc and the<br />
Company since July 2004. He is also chairman of Unicorn AIM <strong>VCT</strong> plc and is a director of Committed<br />
Capital <strong>VCT</strong> plc.<br />
Christopher Roger Ettrick Brooke (80)<br />
Roger Brooke was, until May 1999, chairman of Candover Investments plc, an investment trust investing<br />
mainly in buy-outs of unquoted companies, having been chief executive of that company since its<br />
formation in 1980. From 1969 to 1971 he was managing director of Scienta SA, which was involved in<br />
investing in small and medium-sized advanced technology companies in Europe. He was a director of<br />
the Pearson <strong>Group</strong> for eight years and in 1979 became group managing director of EMI until its merger<br />
with Thorn in 1980. He is a former non-executive director of <strong>Foresight</strong> 3 <strong>VCT</strong> plc. He is a director of IP<br />
<strong>Group</strong> plc as well as several unquoted companies. Roger is chairman of the Audit Committee.<br />
Corporate Governance<br />
The Financial Services Authority requires all listed companies to disclose how they have applied the<br />
principles and complied with the provisions of the UK Corporate Governance Code (formerly the<br />
Combined Code) (‘‘the Code’’) issued by the Financial Reporting Council (‘‘FRC’’) in May 2010 for all<br />
companies who are now operating in financial years on or after 29 June 2010.<br />
The Board has also considered the principles and recommendations of the AIC Code of Corporate<br />
Governance (‘‘AIC Code’’) by reference to the AIC Corporate Governance Guide for Investment<br />
Companies (‘‘AIC Guide’’). The AIC Code, as explained by the AIC Guide, addresses all the principles<br />
set out in the Code, as well as setting out additional principles and recommendations on issues that are<br />
of specific relevance to the Company.<br />
The Board considers that reporting against the principles and recommendations of the AIC Code, and by<br />
reference to the AIC Guide (which incorporates the UK Corporate Governance Code), will provide better<br />
information to shareholders.<br />
For the 13 month period to 31 March 2011 and as at the date of this document, the Company has<br />
complied with the recommendations of the AIC Code and the relevant provisions of the Code, except<br />
where noted below. There are certain areas of the Code that the AIC does not consider relevant to<br />
investment companies and with which the Company does not specifically comply, of which the AIC Code<br />
provides dispensation. The area and reason for non-compliance is in light of the responsibilities retained<br />
by the Board and its committees and of the responsibilities delegated to <strong>Foresight</strong>, SGH Martineau LLP,<br />
and the Company Secretary, the Company has not appointed a chief executive officer, deputy chairman<br />
or a senior independent non-executive director. The Company has not, therefore, reported further in<br />
respect of these provisions.<br />
Further details on the Company’s corporate governance including the constitution of the Board, various<br />
committees and other internal controls are set out in Paragraph 7 of Part X of this document.<br />
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