The Board

The Directors are non-executive and independent of the Alternative Investment Fund Manager

Cahal Dowds

Chairman

Cahal Dowds qualified as a chartered accountant with Touche Ross and co-founded Rutherford Manson Dowds which was acquired by Deloitte in 1999. He led Deloitte’s UK advisory corporate finance business from 2005 before becoming chairman from 2014 when he was also appointed vice chairman of Deloitte UK, prior to his retirement in 2018. He is a non-executive director and interim chairman of MarktoMarket Valuations Limited. He was appointed as a Director of the Company on 18 May 2021 and Chairman on 9 June 2021.

Hazel Cameron

Director

Hazel Cameron qualified as a chartered accountant with Arthur Andersen, before moving into corporate finance with British Linen Bank and then into private equity investing, initially with 3i in 1993. She was subsequently UK head of Bowman Capital, before performing the same role for Cross Atlantic Capital Partners. She is currently network director at Growth Capital Partners LLP, an independent adviser and head of portfolio talent at AIM-listed Gresham House plc and a non-executive director and chair of the audit committee of AIM-listed Parsley Box Group plc. She was appointed as a Director of the Company on 18 May 2021.

David Ross

Director

David Ross was with Ivory & Sime plc from 1968 to 1990. He was a partner of Aberforth Partners LLP from 1990 until his retirement in 2014. He is non-executive chairman of JPMorgan US Smaller Companies Investment Trust plc and a non-executive director of BMO Real Estate Investments Limited. He was appointed as a Director of the Company on 1 June 2014.

Tom Walker

Director

Tom Walker has recently retired as a portfolio manager from Martin Currie Investment Management Limited where latterly, he headed up their Global Long Term Unconstrained equity team. As part of his responsibilities, he managed an investment trust, Martin Currie Global Portfolio Trust plc, as well as other global segregated portfolios. He is a non-executive director of Lowland Investment Company plc and JPMorgan Japan Small Cap Growth & Income plc. He was appointed as a Director of the Company in April 2019.

Under the leadership of the Chairman, the Board of Directors is collectively responsible for the long-term sustainable success of the Company, generating value for Shareholders and contributing to wider society. It establishes the purpose, values and strategic aims of the Company and satisfies itself that these and its culture are aligned. The Board ensures that the necessary resources are in place for the Company to meet its objectives and fulfil its obligations to shareholders within a framework of high standards of corporate governance and effective internal controls. The Directors are responsible for the determination of the Company’s investment policy and strategy and have the overall responsibility for the Company’s activities, including the review of investment activity and performance, and the control and supervision of the AIFM and the Investment Manager. A copy of the Schedule of Matters Reserved to the Board is available under Shareholder Information - Key Documents & Risk Information.

The Board consists of four non-executive Directors. It seeks to ensure that it has an appropriate balance of skills and experience, and considers that, collectively, it has substantial recent and relevant experience of investment trusts and financial and public company management. The Chairman, Mr Dowds, is deemed by his fellow independent Board members to be independent and to have no conflicting relationships. He does not have any other significant commitments that would affect his Chairmanship of the Company and the time he can commit to the Company’s affairs.

The role and responsibilities of the Chairman are clearly defined and set out in writing, a copy of which is available under Shareholder Information - Key Documents & Risk Information.

The Directors of the Company meet formally at least four times a year to receive and review reports from the AIFM and the investment manager.

The Board regularly reviews its composition and effectiveness. As part of its review, it considers succession planning; identification of the skills and experience required to meet future opportunities; the challenges facing the Company; and those individuals who might best provide them. The Board has agreed that while the benefits of diversity, including gender and ethnicity, will be taken into account for any new Director appointments, the priority would be appointment on merit. Therefore, no measurable targets in relation to Board diversity have been set.