Advisers Engagement Committee Report

ADVISERS ENGAGEMENT COMMITTEE

The Advisers Engagement Committee comprises Mark Creedy (Chairman), Dr Ian Rutter, Alun Jones and Steven Owen, who joined the Committee in January 2014. The Committee meets at least annually to review the terms of the Advisory Agreement and the performance of the Adviser. The other non-executive Directors may attend the meetings if invited to do so by the Chairman.

During the year, the Advisers Engagement Committee met or consulted several times and reviewed the terms of the Advisory Agreement. This involved concluding negotiations with the Advisers to agree revised fee rates for the provision of Property Advisory Services which was completed on 28 January 2014, and applied from 30 April 2014.

In addition, the Advisers Engagement Committee oversaw the transfer of responsibility for the provision of Administrative Services including the company secretary role from J O Hambro Capital Management to Nexus, effective from 30 April 2014.

BOARD PERFORMANCE AND EVALUATION

The Chairman is responsible for ensuring the annual evaluation of the Board’s performance and that of its Committees and individual Directors. This was done by the circulation of a questionnaire based on the process and questions outlined in the Code concerning Board and Committee performance and meetings. In addition to discussing the completion questionnaire, the Chairman discussed with the Board broad themes and outcomes for 2014 and highlighted strengths and any areas of weakness. The outcome of the evaluation process was that the Board and its Committees were judged to be operating effectively. The other Directors, led by the Senior Independent Director, evaluated the performance of the Chairman.

COMMUNICATION WITH SHAREHOLDERS

The Company communicates regularly with institutional shareholders, analysts and the financial press throughout the year. Annual and interim reports are presented to formal meetings of analysts and interim management statements are widely distributed to these and other parties who may have an interest in the Group’s performance. These documents, statements and analyst presentations are also made available on the Company’s website.

The Managing Director reports at each Board meeting on investor relations and to provide feedback from meetings with major shareholders and analysts and the Board receives copies of all research published on the Group. The Board meets periodically on a formal and informal basis with the Company’s brokers and professional advisers in order to better understand the views of major shareholders about the Company.

Investors are encouraged to attend the Annual General Meeting at which they have an opportunity to ask questions of the Board. The Annual General Meeting is normally attended by all Directors and the chairmen of each of the Board committees are available to answer questions.

The Company ensures that any price-sensitive information is released to all shareholders at the same time in accordance with regulatory requirements. All major presentations are available to all shareholders through the Company’s website. Shareholders may choose to receive the annual and interim reports either in paper form or electronically. These reports, along with a wide range of shareholder information, are also available on the Company’s website. Additional information for shareholders can be found on pages 92 and 93.

Mark Creedy
Chairman of the Advisers Engagement Committee
18 Febuary 2015