The Board is committed to effective corporate governance as the basis for promoting the long-term growth and sustainability of the business for the benefit of our shareholders and wider stakeholders. The Board considers that the Quoted Companies Alliance Corporate Governance Code 2023 (the “QCA Code”) provides the most appropriate framework of governance arrangements for a public company of our size and complexity.
THIS INFORMATION WAS LAST REVIEWED AND UPDATED ON 10 JUNE 2026.
Chairman’s introduction
On behalf of the Board, I am pleased to present the Corporate Governance Statement for the year ended 31 December 2025. The Board is committed to ensuring good governance is applied throughout the Group and considers that the Quoted Companies Alliance Corporate Governance Code 2023 (the “QCA Code”) provides the most appropriate framework of governance arrangements for a public company of our size and complexity. I can confirm that we have complied with all principles of the QCA Code throughout the year apart from the requirement that remuneration policies should be put to an advisory shareholder vote. We have for some time put the Remuneration Report (excluding the Remuneration Policy within the Report) to an advisory vote and have received on average over 98% votes in favour over the last 6 years. During 2026, the Board and Remuneration Committee will continue to monitor developing market practice amongst AIM listed companies on having a separate advisory vote on directors’ remuneration policies every three years.
As Chairman, I am responsible for leading the Board and ensuring that the Company has corporate governance arrangements in place which support the Group and enable it to deliver its strategy and purpose and supports its vision to be a leading global homeware brands group.
Our governance framework is kept under review and was robustly maintained throughout 2025. Whilst we have chosen to apply the QCA Code, we also continue to have regard to the UK Corporate Governance Code as best practice guidance and seek to comply with the UK Corporate Governance Code wherever this is appropriate for the Company. The Company’s progressive approach to governance where best practice changes are monitored and, where appropriate, adopted, seeks to ensure the continued effective operation of the Board, its committees and their strategic and oversight roles.
The Role of the Board
The Board recognises that having a skilled, well-functioning and balanced Board is of fundamental importance to the long-term success of the business. I joined the Board as Non-Executive Chairman and Chairman of the Nomination Committee with effect from 1 February 2025; we have worked well together as a Board through a period of significant challenges. During this time, I have brought my experience in strategy, business transformation and change, and capital markets to assist the Group in creating long-term, sustainable value for all our stakeholders. As we move forwards with a reshaped Board, Clare Askem, Mick Knapper and Bill Robedee did not seek re-election at the 2025 AGM and I am grateful for their contributions. Angela Luger, our Senior Non- Executive Director, took over as Chair of the Remuneration Committee from the conclusion of the 2025 AGM.
Further details on how the ten Principles of the QCA Code have been applied by the Company can be found in our Corporate Governance Statement.
Peter Tracey
Non-Executive Chairman
6 May 2026