MPAC GROUP PLC (“Mpac” or the “Company)

To view Mpac Group plc’s Application of the QCA Corporate Governance Code document please click here.

Chairman’s Corporate Governance Statement 2018

(The information in this statement was last reviewed on 27 September 2018)

Introduction

This Statement is issued in compliance with Rule 26 of the AIM Rules. Mpac Group plc is incorporated in England and Wales and its shares are listed on the AIM market of the London Stock Exchange (“AIM”).

The Principles of Corporate Governance

I am the chairman of Mpac and I am responsible for leading the Board and upholding high standards of corporate governance throughout the group and particularly at Board level.

The Directors share the view that sound governance is fundamental to the successful growth of the business.  After the Company’s admission to AIM in 2014, the Board continued to follow the principles of the UK Corporate Governance Code, as appropriate to the size and nature of the Company.  Following a review earlier in the year, the Board has decided to apply the QCA Corporate Governance Code, an updated version of which was published in April 2018 (the “New QCA Code”).

As a result of changes to AIM Rule 26 during 2018, the Company is now required to provide a statements of its compliance with a recognised corporate governance code.

Compliance with the QCA Code:

The Board believes that it applies the ten principles of the New QCA Code, but recognises the need to continue to develop our governance practices and disclosures in some areas in order to ensure we continue to effectively apply the principles going forwards. The policies, procedures and relevant systems we have implemented to date have given us a firm foundation for our governance structure, which is described in our 2017 Annual Report available to download here).The Board regularly reviews the structure to ensure that it develops in line with the growth and strategic plans of the group.

Deliver Growth

The Board has collective responsibility for setting the strategic aims and objectives of the Group. Our strategy is articulated in the 2017 Annual Report and Accounts and on our website. In the course of implementing our strategic aims, the Board takes into account expectations of the Company’s shareholder base and also its wider stakeholder and social responsibilities.

The Board also has responsibility for the Group’s internal control and risk management systems. The Board regularly reviews the risks faced and ensures the mitigation strategies in place are the most effective and appropriate to the Group’s operations.

Dynamic Management Framework

As Chairman, I consider the operation of the Board as a whole and the performance of the directors individually, regularly. The directors attend seminars from time to time as appropriate and have regular updates at Board meetings to assist with training and awareness of compliance issues facing boards of quoted companies.  The Board carries out a formal review annually in respect of its performance over the previous year.  The evaluation is informed by detailed questionnaires completed by each director.  Any future appointments to the Board will be on merit, but with due consideration to the need for diversity on the Board. Such appointments will be made to complement the existing balance of skills and experience on the Board.

The Company operates an open and inclusive culture and this is reflected in the way that the Board conducts itself. The Non-Executive Directors regularly attend the Company’s offices and other Company events. With a relatively small employee base, such interactions mean it is relatively straightforward for the Board to promote and assess the desired corporate culture.   We recognise this is an area for development and we intend to further develop our culture during the course of the year.

Build Trust

During the year the Board has continued to review governance and the Group’s corporate governance framework. The Board will continue to monitor its application of the QCA Code and revise its governance framework as appropriate as the Group evolves.

The Board recognises the importance of maintaining regular dialogue with institutional shareholders to ensure that the Group’s strategy is communicated and to understand the expectations of our shareholders.

The table appended to this Statement sets out how we currently comply with the QCA Code, and also sets out details of some of the areas of the disclosure requirements under the QCA Code that we will be addressing in our 2018 Annual Report.

Andrew Kitchingman

Chairman

Mpac Group plc

27 September 2018