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Corporate Governance

 

Report on Corporate Governance

The Group is committed to high standards of corporate governance, which it considers are critical to business integrity and to maintaining investors’ and other stakeholders’ trust in the Group. The Group expects all directors and employees to act with honesty, integrity and fairness. With an international presence, the Group strives to act in accordance with the laws and customs of the countries in which it operates; adopt proper standards of business practice and procedure; operate with integrity; and observe and respect the culture of every country in which it does business.

Corporate Governance 2010 (85 Kb PDF)

Directors' Remuneration Report

With the full authority of the Board, the Remuneration Committee has continued to adopt principles in decision making on executive remuneration reflected by the following:

  • Executives deserve a fair and proper reward for their skills, performance, commitment and level of responsibility.
  • The remuneration structure should be designed to reinforce business strategy and the appropriate management of risk pursuant to achieving longer term growth in shareholder value.
  • Exceptional performance should be rewarded appropriately and have regard for the executive's seniority and role.
  • Basic salary should be competitive.  All variable pay must be 'earned' and should not be seen as an entitlement.
  • The quantum of potential reward made available for success in creating sustainable shareholder value should be sufficient to enable Psion to retain a team of executives of a high calibre.
  • There should be no concept of reward for failure.
  • Executives should be shareholders in the company to encourage alignment of interest with all shareholders

Directors' Remuneration Report 2010 (136 Kb PDF)

Directors' Report

The directors present their annual report together with the financial statements and auditor's report for the year ended 31 December 2010.  The Report on Corporate Governance (above) forms part of this report. 

Directors' Report 2010 (68 Kb PDF)

Chairman's Statement

Much of the work commenced in 2009 and 2010 to improve processes and operational efficiency across the organisation has finally come to fruition.  We have successfully and fundamentally changed our business in order to build a stronger, more profitable company. 

Chairman's Statement 2010 (364 Kb PDF)

Audit Committee terms of reference

These terms of reference for the Committee of the Board known as the Audit Committee (“the Committee”) were approved at the Psion PLC Board Meeting held on 28 August 2003.

Audit Committee terms of reference (66 Kb PDF)

Nomination Committee terms of reference

These terms of reference for the Committee of the Board known as the Nomination Committee (“the Committee”) were approved at the Psion PLC Board Meeting held on 28 August 2003.

Nomination Committee terms of reference (54 Kb PDF)

Remuneration Committee terms of reference

These terms of reference for the Committee of the Board known as the Remuneration Committee (“the Committee”) were approved at the Psion PLC Board Meeting held on 28 August 2003.

Remuneration Committee terms of reference (54 Kb PDF)

Non-audit fee payment policy

While recognising that there are situations where the knowledge of the auditors will allow them to add value to the Group in non-audit areas, the Group’s policy is to manage its relationship with the Group’s auditors in such a way that the independence of the auditors is maintained. To ensure that this is so, the Board has determined limits on the type and scale of non-audit fees that can be provided by the auditors.

The Group also wishes to manage relationships with potential auditors in such a way that there are a number of independent audit firms that could be asked to tender for the Group’s audit. To ensure this, the Group has determined a procedure for its arrangements with potential audit firms.

Non-audit fee payment policy (77 Kb PDF)

   
 
Investor Relations