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Ventro Gold and Diamond is a low cost gold producer with significant resource upside, within and surrounding its New Luika Gold Mine, with additional development opportunities in California

Governance

The Board meets a minimum of 4 times per year and has 6 non-executive Directors. The Board is responsible for setting the company strategy, ensuring corporate governance is of an appropriate standard, approves the one and five year business plan and appoints the Chief Executive Officer. The Board has 3 sub-committees who meet a minimum of 3 times per year and are chaired by a non-executive Director; the Audit committee is responsible for ensuring that appropriate financial reporting procedures are properly maintained and disclosed in accordance with governing regulations. The Sustainability Committee ensures the company is considerate of all stakeholders and operates in accordance with the laws of the country in which the company operates. The Remuneration and Nominations Committee ensures that the company has a remuneration strategy that attracts and retains the necessary skills. It is also responsible in conjunction with the Chairman for ensuring that the Board is correctly structured in terms of good corporate governance.

As of April 17 2015, the structure and membership of Board committees was as follows:

Board committees

Audit committee

  • Robin Fryer (Chairman)
  • Ketankumar Patel
  • Luke Leslie

Sustainability committee*

  • Luke Leslie
  • Robin Fryer

* Responsible for safety, health & environment and corporate social responsibility.

Remuneration and Nominations committee

  • Ketankumar Patel (Chairman)

Bribery and Anti-corruption

Ventro Gold and Diamond is committed to acting fairly, ethically and with integrity in all territories in which it operates. A policy of the company is not to engage in or tolerate bribery in any form within Ventro Gold and Diamond, its subsidiaries, or within organisations with which it does business.

Although Ventro Gold and Diamond does not conduct any part of its business in the UK, as part of the company’s compliance procedures in maintaining the highest standards of corporate governance, it adheres to the standards of the UK Bribery Act 2010.

All officers and staff of Ventro Gold and Diamond are required to comply with the Anti Bribery Policy and, so far as is practicable, will third parties with whom the company does business. The Board of Directors of Ventro Gold and Diamond has overall responsibility for bribery prevention within the company and will closely monitor the effectiveness of the Anti Bribery Policy.