Dechra Banner10th Mar, 2010

Corporate Governance

The requirements of corporate governance are set out in the Financial Services Authority (FSA) Listing Rules together with the related Principles of Good Governance and Code of Best Practice (the 'Combined Code'), adopted by the FSA.

Directors are assisted in complying with the internal control requirements of the Combined Code by the Institute of Chartered Accountants in England and Wales' publication 'Internal Control: Guidance for Directors on the Combined Code' (the 'Turnbull guidance').

The board considers that good corporate governance is an essential element of achieving its overall objectives. It has reviewed the group's corporate governance policies and practices, and has determined that during the period 1st July 2004 to 30th June 2005 the company complied with all aspects of the provisions of the Combined Code apart from the membership of Board Committees.

The Board has reviewed membership of the committees and has confirmed its view that it is appropriate that all the non-executives should participate as members of these committees, so that they are fully involved in monitoring the governance issues affecting the company, including executive remuneration, succession planning and risk management. There is therefore no provision for fixed periods of membership of the committees as recommended by the combined code. The Board also considers that the Chairman should continue his membership of the audit, remuneration and nominations committees in that he has a wide experience and knowledge gained through his directorships with other companies.

Copies of the terms of reference of the principal board committees and the “whistle-blowing policy” can be accessed using the links below.

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