Corporate Governance framework

Corporate Governance Statement

The Board of Georgia Capital PLC recognises the importance of maintaining sound corporate governance practices and supports high standards of corporate governance. In considering Board policies and composition the Board has carefully considered the requirements of the UK Corporate Governance Code published in April 2016 by the Financial Reporting Council (the ‘‘Corporate Governance Code’’). In addition, the Board has considered a number of other factors including in particular the experience and independence of the Company’s executive and non-executive directors and the value they can bring to the Board and its committees.

The Company is in compliance with all of the requirements of the Corporate Governance Code, except that the Company’s Chairman, Irakli Gilauri, also serves as the Company’s Chief Executive Officer. Nevertheless, the Board believes that it is in the Company’s best interests to take advantage of Mr Gilauri’s capabilities and experience in leading the Board, in particular as the Company transitions to a standalone, publicly listed company.

The Code and associated guidance are published by the Financial Reporting Council and are available at www.frc.org.uk.

Board Composition and Board Committees

The Georgia Capital PLC Board comprises seven Directors: our Chairman & CEO and six Independent Non-Executive Directors.

  • Irakli Gilauri, CEO and Chairman
  • David Morrison, Senior Independent Non-Executive Director
  • Massimo Gesua’sive Salvadori, Independent NonExecutive Director
  • Caroline Brown, Independent Non-Executive Director
  • William Huyett, Independent Non-Executive Director
  • Jyrki Talvitie, Independent Non-Executive Director
  • Kim Bradley, Independent Non-Executive Director

The biographies of each of our Directors can be found here.

The Georgia Capital Board is assisted in fulfilling its responsibilities by four principal committees: the Audit Committee, Nomination Committee, Remuneration Committee and Investment Committee, whose terms of reference can be found here.

Schedule of Reserved Matters for the Board

The Directors have approved a Schedule of Matters Reserved for the Board which can be found here.