The Board of JZCP has considered the principles and recommendations of the AIC Code of Corporate Governance (the “AIC Guide”). The AIC Code, as explained by the AIC Guide, addresses all the principles set out in the UK Corporate Governance Code, as well as setting out additional principles and recommendations on issues that are of specific relevance to JZCP.
The Board considers that reporting against the principles and recommendations of the AIC Code, and by reference to the AIC Guide (which incorporates the UK Corporate Governance Code), will provide better information to Shareholders.
The Company has considered the recommendations of the AIC Code and the relevant provisions of the UK Corporate Governance Code, except as set out below.
The UK Corporate Governance code includes provisions relating to: the role of the Chief Executive; executive Directors’ remuneration; the need for an internal audit function; and whistle-blowing policy.
For the reasons set out in the AIC Guide, and as explained in the UK Corporate Governance Code, the Board considers these provisions are not relevant to the position of JZCP, being an externally managed investment company. The Company has therefore not reported further in respect of these provisions. The Directors are non-executive and the Company does not have employees, hence no whistle-blowing policy is required. However, the Directors satisfy themselves that the Company’s service providers have appropriate whistle-blowing policies and procedures and request and receive confirmation from the service providers that nothing has arisen under those policies and procedures that should be brought to the attention of the Board.
Guernsey Code of Corporate Governance
The Guernsey Financial Services Commission’s (“GFSC”) “Finance Sector Code of Corporate Governance” (“Guernsey Code”) came into effect on 1 January 2012. The introduction to the Guernsey Code states that companies which report against the UK Corporate Governance Code or the AIC’s Code of Corporate Governance are deemed to meet the Guernsey Code.