UK Takeover Code

UK City Code on Takeovers and Mergers: Renewable Energy Holdings plc is subject to the UK City Code on Takeovers and Mergers.

Corporate Governance

REH recognises the importance of good corporate governance. Due to the small number of employees in the Company the Board has decided not to adopt a formal Governance Code. The establishment of a framework and culture of corporate governance is one of the primary responsibilities of the board. The board recognises that it is accountable to shareholders for the performance of the group and is responsible for ensuring REH operates in the best interests of shareholders

Corporate governance and good governance procedures can add to the performance of REH, create shareholder value and ensure confidence of the investment community.

Sustainability is defined as social, environmental and economic responsibility. We aspire to:

• meet or exceed our expected financial returns, and deliver long term shareholder value creation; and
• to act (or decline to act) considering the importance of individuals, communities, ecosystems and natural resources which could be impacted by our activities.

Board Comittees

The Audit Committee consists of David Weir and Clive Callister, and is chaired by David Weir. The Audit committee will determine the application of the financial reporting, internal control principles, including reviewing the effectiveness of the Company’s financial reporting and internal control and risk management procedures and the scope, quality and results of the external audit.

The Remuneration Committee consists of David Weir as chairman and involves input from all Board Directors. The Remuneration Committee will review the performance of the executive directors and will set their remuneration, determine the payment of bonuses to executive directors and consider bonus and option schemes. None of the executive directors will take part in discussions concerning their remuneration.

The Board of Directors meet bi-monthly for formal scheduled Board Meetings. In addition, meetings are held as required to discuss, consider and approve transactions.