The Board is committed to the principles of good corporate governance and believes that an effective corporate governance framework is essential to underpin the success of the Group’s business. The Board is committed to achieving the highest standards of integrity, ethics, professionalism and business practice throughout the Group’s operations. Therefore, the Company has adopted the Quoted Companies Alliance Corporate Governance Code (the “QCA Code”), in line with the AIM Rules for Companies, which requires all AIM-quoted companies to adopt a recognised corporate governance code and to explain how the company complies with and where it departs from the chosen code. Click here for details and refer to page 18 onwards of the 2025 Annual Report.
Graham Cooley (Chairman) – 24th April 2026
Board members responsibilities
The Board is responsible for the overall management of the Group. The Board will meet at least 6 times a year and otherwise on an as-required basis, to review, formulate and approve the Group’s strategy, budgets, corporate actions and oversee the Group’s progress towards its goals.
The key procedures which the Board has established with a view to providing effective internal financial control include the following:
– the Company has instituted a monthly management reporting process to enable the Board to monitor the performance of the Company;
– the Board has adopted and reviewed a comprehensive annual budget for the Company. Monthly results will be examined against the budget and deviations will be closely monitored by the Board; and
– the Board is responsible for maintaining and identifying major business risks faced by the Company and for determining the appropriate courses of action to manage those risks.
The Company has established an Audit and Risk Committee, a Remuneration Committee, and a Nomination Committee, each with formally delegated duties and responsibilities and with written terms of reference. From time to time, separate committees may be set up by the Board to consider specific issues when the need arises.
There is a clear separation of the roles of Chairman and Chief Executive Officer.
The Chairman is responsible for the running of the Board and has ultimate responsibility for corporate governance matters. With guidance from the Company’s advisers, the Chairman will assess the appropriateness of the Company’s governance structures as the Group continues to develop. The Company is committed to the evolution of its corporate governance in line with best practice, and following recent updates to the QCA Code has or intends to implement a variety of minor amendments to current practices, including enhancement to the risk management and sustainability activities, and implementing a more formal board effectiveness review and succession planning process
The Chief Executive Officer is ultimately responsible for the day-to-day running of the business and implementing the Board’s strategy and decisions.
Board Effectiveness Review and Succession planning
The Board intends to review its performance within the coming months and annually thereafter by conducting a self-review questionnaire covering a variety of areas, including the skills the Board possesses; the effectiveness with which the committees carry out their duties; and other aspects of the governance processes and structure. The Company’s financial performance, stakeholder feedback, and other sources of information are also used in the evaluation. This has evolved from the prior year where reviews were more informal in nature. The Board considers an externally facilitated review to be a valuable tool for driving continuous improvement and will supplement its internal review process in the coming years with an externally facilitated review, as the size and nature of the Group develops.
The results and planned actions will be reviewed and agreed when the nomination committee meets later in the year, this review will coincide with consideration of the Company’s succession planning for board and divisional leadership appointments
Stakeholder feedback
The Board recognises the importance of corporate social responsibility as critical to the Group’s long-term success and seeks continued engagement with the Company’s stakeholders, through direct contact by the executive or senior management team feedback from key stakeholders is obtained
Given the size and early stage of the Agtech and Passive Fire Protection divisions’ operations, the Board is very familiar with the Group’s operations as well as the industries, enabling the Board to clearly identify key resources and relationships on which the Group relies, this includes employees, customers and suppliers. As a result of feedback from such stakeholders, actions have been taken to improve service levels and integrate into the innovative products in development.
The Chief Financial Officer will be the primary contact for shareholders and there is a dedicated e-mail address for shareholder questions and comments shareholders@lightsciencetech.com.
Audit and Risk Committee
The audit and risk committee comprises Richard Mills and Graham Cooley, and is chaired by Richard Mills.
The audit and risk committee is responsible for monitoring the integrity of the Company’s financial statements, reviewing significant financial reporting issues, reviewing the effectiveness of the Company’s internal control and risk management systems, monitoring the need for and if necessary the effectiveness of the internal audit function and overseeing the relationship with the external auditors including advising on their appointment, agreeing the scope of the audit and reviewing the audit findings.
The audit committee meets at least three times a year at appropriate times in the reporting and audit cycle and otherwise as required. The audit committee meets regularly with the Company’s external auditors.
Remuneration Committee
The remuneration committee is comprised of Richard Mills and Graham Cooley, and is chaired by Richard Mills.
The remuneration committee is responsible for determining and agreeing with the Board the policy for the remuneration of the Chief Executive Officer, the other executive Directors and other designated senior executives and, within the terms of the agreed policy, determining the total individual remuneration packages of such persons including, where appropriate, bonuses, incentive payments and share options or other share awards.
The remuneration of non-executive Directors is a matter for the executive members of the Board. No Director is involved in any decision as to his or her own remuneration. The remuneration committee meets at least twice a year and otherwise as required.
Nominations Committee
The nominations committee is comprised of Graham Cooley, Richard Mills and Andrew Hempsall, and is chaired by Graham Cooley.
The nominations committee is responsible for reviewing the structure, size and composition of the Board and identifying and nominating, for the approval of Board, candidates to fill vacancies on the Board as and when they arise. The nominations committee meets at least twice a year and otherwise as required.