Corporate Governance

‍Corporate Governance

The Directors of Tap recognise the importance of high standards of  corporate governance and are committed to ensuring the Company operates in a  manner that is transparent, accountable and aligned with the interests of its  shareholders and stakeholders. In accordance with AIM Rule 26, the Board has  adopted the QCA Code as its governance framework. The Board believes the QCA  Code is appropriate for a company of Tap’s size, stage of development,  resources and nature of operations.

The Board reviews compliance with the QCA Code annually and  provides updates in the Company’s annual report and accounts.

Given the nature and purpose of  the Company, the experience of the Directors and strategy, the Directors  believe that the composition of the Board is appropriate and suitable.

The Directors consider that  both Peter Wall, in his role as Non-Executive Chairman and John Taylor, in  his role as Non-Executive Director, will be Independent for the purposes of  the QCA Code.
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The  Company has established an audit committee (“Audit  Committee”), a remuneration committee (“Remuneration  Committee”) and a risk committee (“Risk Committee”).

Audit Committee

With  effect from Admission the members of the Audit Committee will be John Taylor  as chairperson, with Peter Wall as the other member. The Audit Committee has  primary responsibility for monitoring the quality of internal controls and  ensuring that the financial performance of the Group is properly measured and  reported on.
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Remuneration Committee

The  Remuneration Committee is chaired by John Taylor with Peter Wall as a member.  The Remuneration Committee will review the performance of the Board and make  recommendations to the Board on matters relating to their remuneration and  terms of employment. The committee will also make recommendations to the  Board on proposals for the granting of share awards and other equity  incentives pursuant to any share award scheme or equity incentive scheme in  operation from time to time.
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Risk Committee

The  members of the Risk Committee are John Taylor as chairperson, with Peter Wall  as a member. The Risk Committee will review the operations of the Company in  relation to its risk practices and the application of the 10 Principles of  Distributed Ledger Technology companies as mandated by the GFSC. It will make  recommendations to the Board on any area of operating risk that should be  addressed. The Risk Committee will seek advice from Christopher Wawn,  non-Board, Head of Risk.
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In  light of the size of the Board, the Directors have not considered it  necessary to establish a nomination committee and the appointment of further  directors will be considered by the whole Board. However, the Board will keep  this under regular review.

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