Corporate governance

The Board follows best practice, appropriate to its size, in corporate governance. To this end, it has chosen to adopt the principles outlined in the Corporate Governance Code for small and mid-sized companies, issued by the Quoted Companies Alliance in April 2023 (the ‘QCA Code’).

The QCA Code is based around 10 broad principles which underscore a sustainable growth strategy. A summary of how the Group applies and complies with these principles is set out below:

Governance Principle	Compliant	Explanation
1 Establish a purpose, strategy and business model which promotes long-term value for shareholders	✓	Our purpose is to deliver high-quality legal and professional services to under-served UK regions, supported by our delivery platform and One Team culture. The Board is responsible for setting and overseeing our strategy to deliver sustainable growth and long-term value, focused on expanding our national footprint, broadening our services and maintaining disciplined operational and financial performance as explained on page 14 in the Strategic Report. In delivering this strategy, the Board recognises key challenges, including macroeconomic uncertainty, competition for talent, cost pressures and the need to maintain consistent execution as we scale, together with the ongoing demands of operating in a regulated environment. These challenges are considered alongside our principal risks and uncertainties, with mitigating actions embedded within operational plans and supported by a strong governance and risk management framework. The Board remains confident that the strategy is appropriate and resilient in the context of these challenges.
2 Promote a corporate culture that is based on ethical values and behaviours	✓	We pride ourselves on our One Team culture. We promote a transparent, collaborative culture through regular engagement with colleagues and key stakeholders, including: a flat leadership structure, with day-to-day management led by Client Services Directors and Business Services Directors, supporting regular interaction and a culture of trust and candour; strong internal communications and a culture of openness as explained on pages 30 – 39; a dedicated central compliance team to support colleagues on ethical and regulatory matters; internal reviews, including awareness interviews, to confirm colleagues understand key policies, procedures and how to access support. The success of the measures taken in promoting this culture is monitored and assessed by the Board through: an eNPS score of +46; 22,800 hours of training undertaken by the business; regular employee feedback provided via the business’s intranet, the Hub; monthly Board reporting demonstrating reduced churn; continued diversity and equality statistics together with analysis of compliance reporting.
3 Seek to understand and meet shareholder needs and expectations	✓	The Board engages regularly with investors and analysts, supported by feedback from the Company’s brokers on investor sentiment and advice from its advisers on shareholder priorities. See S172 report on pages 61 – 62.
4 Take into account wider stakeholder interests, including social and environmental responsibilities and their implications for long-term success	✓	In addition to shareholders, our key stakeholders include clients, colleagues, suppliers and regulators. We engage with these groups through day-to-day communications as described in the Section 172 statement on pages 61–62.
5 Embed effective risk management, internal controls and assurance activities considering both opportunities and threats, throughout the organisation	✓	The principal risks and uncertainties section of this Report sets out our risk framework and governance approach. We undertake periodic internal and external assurance activities, including information security audits supporting our ISO 27001 accreditation concerning information security; independent third-party audits of our anti-money laundering compliance every two years; third-party advice on climate risk; third-party review of FATCA and AEOI compliance. The Audit Committee as described on page 72 manages the relationship with external auditors and shares audit findings with relevant risk owners and the Board.
6 Establish and maintain the Board as a well-functioning, balanced team led by the Chair	✓	The Board has established audit, remuneration and disclosure committees. All Directors stand for annual re-election by shareholders. Given the Board’s size and composition, the Board has not established a nominations committee and instead considers succession and appointments as a full Board.
7 Maintain appropriate governance structures and ensure that, individually and collectively, Directors have the necessary up-to-date experience, skills and capabilities	✓	The Board considers it has an appropriate balance of skills, experience and capabilities, including recruitment, people management, funding, sustainability and risk management. The Board takes external advice and training where appropriate and engages third-party advisers when additional expertise is required. Details of the number of formally scheduled meetings attended by the Board and its Committees are included on page 68.
8 Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement	✓	The Board, led by the Chair, conducts an annual external evaluation of its performance and that of its committees, including reviewing its mix of skills. The review conducted during the year concluded that the Board has an appropriate balance of breadth and experience, while identifying a need to strengthen insight into the use of data and information.
9 Establish a remuneration policy which is supportive of long-term value creation and the Company’s purpose, strategy and culture	✓	The Board, supported by the Remuneration Committee, has developed a remuneration policy aligned with the Company’s purpose, strategy and culture, and linked to long-term value creation as explained in the Remuneration Committee report on pages 76–81. In line with Principle 9, the annual remuneration report is submitted to shareholders for an advisory vote.
10 Communicate how the Company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders	✓	The Group maintains an open and constructive dialogue with shareholders. The Chairman meets shareholders independently to understand their views, and the CEO, CFO and Investor Relations lead hold regular investor meetings, particularly following interim and full year results and trading updates. Employees are kept informed of key developments, and the Group engages transparently and collaboratively with its regulators. Corporate information, including presentations, announcements and an overview of the Group’s activities, is available on the Group’s website.