AMBA CoSec

We are delighted to have been appointed Corporate Secretary for Crimson Tide PLC and very much look forward to supporting the Board on their journey. #Companysecretary #AIM #Corporategovernance #Ambacosec

We support a diverse range of clients, from Main Market and AIM-listed companies to private businesses, including FCA-regulated entities and family-owned firms. Each brings its own challenges, governance requirements, and opportunities to add value. The role is dynamic and fast-paced, balancing planned governance activities with unexpected developments that demand immediate attention. Every day starts with a review of market announcements, regulatory updates, and communications from client boards or advisers. Prioritisation is key to ensuring we deliver a trusted, responsive service while maintaining strict compliance with the Companies Act and, where applicable, the relevant Governance Code. After a cuppa (or two), morning tasks often involve preparing and reviewing board and committee papers, drafting resolutions, and liaising with registrars, brokers, and legal advisers. We also manage insider lists, monitor share dealing notifications, and ensure the timely disclosure of price-sensitive information. Occasionally, urgent issues arise such as an unexpected director resignation or last-minute announcement requiring swift, coordinated action to keep clients compliant and the market properly informed. Afternoons tend to focus on broader governance projects: annual report preparation, AGM planning, or board evaluation exercises. But flexibility remains essential, as priorities can shift quickly in response to emerging legislative or market developments. To stay ahead, the AMBA team meets regularly to discuss upcoming regulatory changes and share best practice insights. Before the day ends, we review upcoming deadlines, log progress, and assess new regulatory developments for potential client impact. The work demands precision, adaptability, and deep governance expertise but it also offers constant variety, high-level exposure, and the reward of helping boards uphold the highest standards of transparency, accountability, and investor confidence. No two days are ever the same for a Company Secretary working at AMBA.

The corporate boardroom, once defined by mahogany tables and in-person deliberation, has evolved almost beyond recognition in recent years, embracing new ways of working and decision-making. In 2025, remote board meetings have moved from being a stopgap solution to a defining part of how boards operate. This shift is not about convenience, but about effectiveness: enabling better participation, inclusivity, resilience and faster decision-making. What began as a practical adjustment has become a cultural shift, transforming how boards think, connect, and make decisions: • Virtual meetings have removed geographic barriers and enabled broader participation and richer strategic dialogue • Technology now underpins effective governance, demanding digital fluency, responsiveness, and communication from all directors • Board culture has moved away from rigid formality toward more open, spontaneous discussion While virtual board meetings have brought flexibility and accessibility, they also come with their own set of challenges that can subtly erode board effectiveness if left unchecked. • Loss of informal relationship-building: without the spontaneous conversations that happen before and after meetings, it can be harder to build trust and rapport among directors • Online fatigue and decision overload: Back-to-back virtual sessions can drain energy and focus, while dense agendas risk reducing debate to procedural approval • Scheduling across global time zones: Coordinating live discussions across continents can strain participation and limit the depth of contribution Boards can counter these risks by being intentional about connection and cadence: scheduling shorter, more focused meetings, creating informal virtual touchpoints between directors, and rotating meeting times to share the time-zone burden. Encouraging active participation, clear pre-reading, and regular Chair-led check-ins can also sustain engagement and maintain a sense of shared purpose. The Future: Hybrid & Beyond The next evolution of governance will blend the hybrid format, immersive technologies and AI insights. Remote board meetings are not just a trend, they represent a shift toward more inclusive, agile, and transparent governance. The Company Secretary sits at the centre of this transformation, ensuring meetings remain well-governed, inclusive, and effective, regardless of format. By anticipating governance needs, ensuring accurate records, and facilitating informed, timely decisions, the Company Secretary ensures that virtual and hybrid meetings are forums of real accountability and collaboration. #BoardGovernance #Leadership #DigitalTransformation #CorporateBoards #FutureOfWork #RemoteLeadership

An Effective Remuneration Committee is essential for promoting an environment of trust and transparency while making sure that a company can retain and attract top talent. It needs to be able to develop remuneration packages that reflect the needs of the company and set incentives that align with performance and risk parameters. Best Practices: • Align pay with performance and culture: Develop simple, transparent remuneration packages tied to strategic goals and risk tolerance. • Promote long-term growth: Use balanced incentives, meaningful shareholding, and robust malus/clawback provisions to prevent misaligned rewards. • Ensure independence and accountability: Majority-independent NED membership, annual TOR reviews, and regular evaluation of the Remuneration Committee’s effectiveness. • Engage shareholders proactively: Consult on significant changes, clearly communicate decisions in the annual report, and seek advisory input to avoid AGM backlash. • Consider the wider workforce and reputation: Align pensions and benefits with company-wide practices and factor in the broader impact of pay decisions. In today’s environment, where executive pay is under increasing scrutiny, a strong Remuneration Committee not only protects shareholder interests but also reinforces trust, transparency, and long-term success. How does your Board ensure its remuneration policies remain aligned with both strategy and stakeholder expectations? #CorporateGovernance #RemunerationCommittee #ExecutivePay #ShareholderValue #BoardLeadership

Totally agree. Elizabeth Mendes da Costa together with Lucy Twinn have created some great newsletters for AMBA.

Great to see Serica announcing this potential transaction.

Great evening at the annual Not in a Pub Quiz hosted by RWK Goodman - great fun and lots of challenging questions 😂 Thanks to Dominic Prentis and the RWK Goodman team. Simone Pelosi Lucy Twinn Marcus Twinn Siân Page Amanda Bateman

A strong Nomination Committee isn’t just a “nice to have”, it’s essential for sustainable corporate governance. By ensuring orderly succession planning, building diverse talent pipelines, and maintaining oversight of key appointments, the Nomination Committee safeguards leadership continuity and strengthens the Board’s ability to deliver on strategy. Key Responsibilities: • Develop and oversee transparent processes for identifying and appointing directors and senior management. • Review Board composition regularly to align skills and experience with future company needs. • Plan for both long-term succession and short-term contingencies to protect business continuity. • Champion diversity and merit-based selection to bring fresh perspectives and stronger decision-making. • Report clearly to shareholders on succession planning, Board composition, and committee activities. In an evolving business landscape, a proactive Nomination Committee builds resilience and positions companies for future growth. How does your Board ensure its succession planning is both robust and forward-looking? #CorporateGovernance #Leadership #SuccessionPlanning #BoardEffectiveness #DiversityAndInclusion

Congratulations to our client Ashtead Technology on your move from AIM to Main List. Thank you for inviting AMBA CoSec to join your celebration this morning at the London Stock Exchange to open the Market. We very much look forward to continue working with Ashtead Technology and supporting Allan Pirie Ingrid Stewart and the Board on the next stage of the journey. Amanda Bateman Lucy Twinn #LSE #AIM2MAIN #UKCorporateGovernanceCode

An effective audit committee is essential for strong corporate governance. It safeguards the integrity of financial reporting, challenges risk management practices, and ensures transparency for shareholders and stakeholders alike. By providing independent oversight, the Audit Committee helps build trust, resilience, and long-term value for the business. Key Points: • Audit Committees should be primarily independent, with the members bringing recent and relevant financial experience. • Risk oversight is now front and centre and many boards are renaming their committees “Audit & Risk” to reflect this expanded responsibility. • Strong relationships with management, shareholders, and external auditors are vital to fostering trust and transparency. • Annual cycles and clear reporting timelines ensure effective planning, interim reviews, and year-end clearance. For companies following the QCA Code, this guidance is an opportunity to reassess committee structures, strengthen risk management, and enhance accountability. How is your board adapting its audit and risk oversight in response to evolving expectations? #CorporateGovernance #AuditCommittee #RiskManagement #QCA #BoardLeadership