Investors Corporate governance Corporate governance statement

Corporate governance statement

Chairman's introduction

Following my appointment as Chairman in November, I am pleased to have the opportunity to lead the Board in its continued and steadfast commitment to operate with a robust corporate governance model, which is both tailored to the size and complexity of our business, and which adds value for the benefit of all of the business’ stakeholders.

The Board remains committed to implementing an effective corporate governance strategy as the basis for promoting the long-term growth and sustainability of the business and has elected to comply with the principles set out in the Corporate Governance Code for small and mid- sized companies published by the Quoted Companies Alliance in April 2018 (the ‘QCA Code’) as the basis of its governance framework and will be implementing the QCA Corporate Governance Code 2023 for future financial years.

Set out on the next page are the key principles adopted by the Board in order to comply with the QCA Code.

Dave Wilson, Chairman

1. Establish a strategy and business model which promotes long-term value for shareholder

Our strategy is to be the leading legal and professional services business outside London and we aim to achieve this through:

attracting new talent (be that individuals or teams) wishing to be part of a progressive legal and professional services business;
roll-out of new offices into target regional locations;
outsourcing from national and international firms;
increasing productivity through better use of IT;
enhanced cross-selling plus the addition of new service lines within the existing business; and
acquisitive growth by continuing to acquire legal teams or firms offering geographic expansion into attractive new regional markets for Knights, and to further expand offerings in existing regional locations.

2. Seek to understand and meet shareholder needs and expectations

The Board regularly communicates with investors and analysts as a matter of course, and during the year the Chairman has independently met with investors to understand how the strategy, action and performance of the business is perceived by the investor community. Feedback received from these meetings has been delivered to the Board to ensure that consideration of these needs and expectations are at the heart of our strategy and decision making. The Board also believes that the results presentations and Annual General Meeting provide a platform for transparency and engagement with investors.

3. Take into account wider stakeholder and social responsibilities and their implications for long-term success

Aside from our shareholders, our clients, employees, suppliers, and regulators are our most important stakeholders. We engage with these communities via regular communications in our day-to-day activities, and via formal feedback requests. We also understand the importance that we can play in giving back to our communities and our ESG report refers to the role that we play in this regard.

4. Embed effective risk management, considering both opportunities and threats, throughout the organisation

The Board sets our overarching risk culture and the impact of any changes to the risk profile, driven by both macro and micro environmental conditions, ensuring that we manage risk appropriately across the Group.

The Executive Board, supported by the Group’s General Counsel has management responsibility for risk and internal control with the Board completing a full review bi-annually of the risk profile to consider any emerging risks or notable changes in existing risks.

5. Maintain the Board as a well-functioning, balanced team led by the Chair

The Board has three established committees for audit, remuneration and disclosure. The composition, tenure and experience of the Board is reviewed regularly by the Board. Given the size and composition of the Board, the Board does not consider that a nominations committee is required as the Board members are able to collectively work together to consider both succession issues and new appointments.

6. Ensure that between them the Directors have the necessary up-to-date experience, skills and capabilities

The Board is satisfied that its current composition includes an appropriate balance of skills, experience and capabilities, including experience of recruitment, people management, funding requirements, sustainability and risk management.

The Board obtains external advice and training as required and if instances where the Board considers that it does not possess the necessary expertise or experience it will engage the services of third- party advisers.

7. Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement

The Board regularly considers the effectiveness and relevance of its contributions, any learning and development needs and the level of scrutiny of the Executive Board and management team but at this stage has considered that internal review is sufficient given the size of the Board. This will be kept under continuous review. The Chairman also met with each Director to discuss Board and individual effectiveness during the period to continuously foster development and growth at both Board level and within the senior management team.

8. Promote a corporate culture that is based on ethical values and behaviours

As a regulated legal services business, the Group is focused on promoting a strong ethical corporate culture. The Board implements a policy of equal opportunities in the recruitment and engagement of employees during their employment and always recognises the importance of honest and open feedback to facilitate the growth of individuals and teams within the business.

The Group prides itself on its one team culture and maintaining this culture through consistent engagement with its employees is integral to the Group’s success. The Group achieves this consistent messaging through the day-to-day management of teams by Client Services Directors and Business Services Directors, regular meetings with Partners and regional conferences. This regular engagement ensures that all employees are fully informed about any key business developments and the business’ value proposition. The collaborative management structure encourages engagement at all levels.

9. Maintain governance structures and processes that are fit for purpose and support good decision-making by the Board

The Board is responsible for the Group’s overall strategic direction and management and meet regularly to review, formulate, and approve the Group’s strategy, budgets and corporate actions, and to oversee the Group’s progress towards its goals. The Group has an established set of reserved matters for approval by the board which is regularly reviewed and updated as necessary given the growth of the business.

10. Communicate how the Company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders

The Group is committed to maintaining good communication and having constructive dialogue with its shareholders. The Chairman has met independently with several shareholders to obtain and consider their feedback. Regular shareholder meetings are held with the CEO and CFO to discuss Group performance, particularly following publication of the Group’s interim and full year results and any trading updates.

Employees are updated with all key developments within the business and the business maintains transparent and collaborative engagement with its regulators.

In addition, a range of corporate information (including copies of presentations and announcements, and an overview of activities of the Group) is available on the Group’s website.