Corporate Governance
Investor relations
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Corporate Governance Statement
The Board of Lok'nStore Group Plc has always sought to operate the highest level of governance standards appropriate to the size and nature of the Company. The Group applies the Quoted Companies Alliance's Corporate Governance code ('QCA Code').
As Chair, it is my responsibility to ensure the Company complies with the QCA Code and where the Company deviates from explaining why the Directors believe this to be in the Company's best interests. In this section, we hope to demonstrate our Company's good corporate governance structure and, where our practices differ from the expectations set by the QCA Code, why they do so. You can find more information, including our reporting directly referenced to the ten principles of the QCA code on the corporate governance page in the investor section on our website. These are also summarised below and referenced to the relevant content within the 2023 Annual Report.The Board will continue to review the Company's corporate governance and annual reporting against the QCA Code and implement appropriate systems to support the Directors in executing their responsibilities to all of the Company's Stakeholders in maintaining the highest levels of corporate governance.
Andrew Jacobs
Chair
27 October 2023
| QCA Code Principle | Compliant With Code | ||
|---|---|---|---|
| 1 | Establish a strategy and business model which promote long-term value for shareholders | Our Business Model is set out on page 18, and our strategic objectives and achievements in the year are set out on page 20. The principal risks associated with the Business Model are set out in the Principal Risks and Uncertainties section on pages 44 to 47. |
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| 2 | Seek to understand and meet shareholder needs and expectations | Under Shareholder Relations on page 71, we discuss how we seek to understand and meet shareholder needs and expectations.
1)The retail offer to smaller (retail) investors who were invited to participate in the recent Company equity placing via a dedicated REX platform. |
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| 3 | Take into account wider stakeholder and social responsibilities and their implications for long-term success | How we work with and take into account wider stakeholder interests is detailed in our Corporate Sustainability Report on pages 49 to 59. |
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| 4 | Embed effective risk management, considering both opportunities and threats, throughout the organisation | Our approach to risk management is detailed on page 44, and our principal risks are outlined on pages 44 to 47. Our approach to Internal control and specifically internal audit is set out on page 67. |
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| 5 | Maintain the Board as a well-functioning, balanced team led by the chair | The Board structure is reported on pages 62 to 76. Our committees are detailed in this section of the annual report but can also be found on our website. |
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| 6 | Ensure that between them, the directors have the necessary up-to-date experience, skills and capabilities | The Directors maintain their knowledge through a combination of reading technical and market bulletins. We strive to maintain an overall balance of experience, skills, and knowledge to ensure the Board operates effectively and to create long-term sustainable value for the Group and its shareholders. Our Directors’ biographies can be found on pages 62 to 63 and further information on the balance of skills and capabilities within our Board can be found in the commentary on Board Evaluation on page 70. |
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| 7 | Evaluate board performance based on clear and relevant objectives, seeking continuous improvement |
We set out this year’s information in the Corporate Governance section on page 70. | |
| 8 |
Promote a corporate culture that is based on ethical values and behaviours | The Board of Lok’nStore have embedded a culture which is professional, open and customer focused. This underpins our core strategy and objective of growth, both through increased occupancy of existing sites and through the opening of new Landmark stores. Our culture drives the experience of the customer, ensuring that they receive a high quality service which then leads to repeat business/referrals via word of mouth/positive google reviews etc. Please see our Environmental and Social matters on pages 49 to 59. | |
| 9 | Maintain governance structures and processes that are fit for purpose and support good decision-making by the Board | Please see the Corporate Governance Section from page 61. | |
| 10 | Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders |
Please see the Corporate Governance Section, specifically page 71. Results of voting at our AGMs can be found on the announcements page of our website. |
The Board
Four Executive Directors and Five Non-Executive Directors
| Meets: | Considers: |
Receives: |
|---|---|---|
Meets regularly throughout the year (7 times in the current year). See page 70 of the 2023 Annual Report for the table recording Board attendance. |
Remuneration Committee
Post year end, the Remuneration Committee consists of Jeff Woyda (Chairman of the Committee), Richard Holmes and Bridget Barker (appointed 14 September 2023). The Committee meets once a year and considers, within existing terms of reference, the remuneration policy and makes recommendations to the Board for each Executive Director. Further, the Committee considers proposals from the Chair on the remuneration of the operational management team, especially in relation to bonus share option awards under the long-term performance-related pay schemes.
The Committee’s remuneration policy aims to design a package that will align the interests of Executive Directors and shareholders. The Executive Directors’ remuneration consists of a package of basic salary, bonuses, and long-term performance-related pay including share options, which are linked to corporate achievements, and these levels are determined by the Remuneration Committee. The details of each Director’s remuneration are set out in the Remuneration Report on page 77 of the 2023 Annual Report, and more information is given in note 8 in the financial statements.
Audit Committee
The Company has an Audit Committee, to whom the external auditor, RSM UK Audit LLP, reports.
Post-year end, the Committee consists of Jeff Woyda (Chairman of the Committee), Charles Peal and Bridget Barker (appointed 14 September 2023).
Jeff Woyda is the Committee’s Nominated Financial Expert (for details of Jeff’s experience, please see his biography here). The Committee is responsible for the relationship with the Group’s external auditor and reviewing the Group’s financial reporting and internal controls.
The Committee meets before the announcement of the Group’s financial results to consider the Auditors’ Findings Report and consider any corresponding recommendations. It also convenes to discuss and review the findings of the external JLL Valuation Report before the Group’s year-end results. The Committee would also convene before the Group’s interim financial results and at other times should it be necessary.
The Audit Committee also undertakes a formal assessment of the auditor’s independence each year, which includes:
- a review of non-audit services provided to the Group and related fees;
- discussion with the auditor of a written report detailing all relationships with the Company and any other parties that could affect the independence or the perception of independence;
- a review of the auditor’s own procedures for ensuring the independence of the audit firm and partners and team members involved in the audit, including the regular rotation of the audit partner every five years; and obtaining written confirmation from the auditor that, in their professional judgement, they are independent.