Molten Ventures plc

The Nomination Committee is responsible for reviewing succession plans for the Directors, including the Chair and the Chief Executive Officer and other senior executives. The Nomination Committee will normally meet at least twice a year. Grahame Cook chairs the Nomination Committee and its other members comprise Richard Pelly, Gervaise Slowey and Sarah Gentleman. The UK Corporate Governance Code recommends that all members of the Nomination Committee be Non-Executive Directors, independent in character and judgment and free from any relationship or circumstance which may, could or would be likely to, or appear to, affect their judgment. The Board considers that the Group complies with the requirements of the UK Corporate Governance Code in this respect.

The Remuneration Committee recommends the Group’s policy on executive remuneration; determines the levels of remuneration for the Company’s executive directors, the Chair and other senior executives; prepares an annual remuneration report for approval by the Shareholders at the annual general meeting; and assists the Board in reviewing the structure, size and composition of the Board. The Remuneration Committee will normally meet at least twice a year. Sarah Gentleman chairs the Remuneration Committee and its other members comprise Grahame Cook, Gervaise Slowey and Richard Pelly. The UK Corporate Governance Code recommends that all members of the Remuneration Committee be Non-Executive Directors, independent in character and judgment and free from any relationship or circumstance which may, could or would be likely to, or appear to, affect their judgment. The Board considers that the Group complies with the requirements of the UK Corporate Governance Code in this respect.

The Audit, Risk and Valuations Committee is responsible for ensuring that the financial performance of the Group is properly reported on and monitored. Its role includes monitoring the integrity of the Group’s financial statements, reviewing significant financial reporting issues, reviewing the effectiveness of the Company’s internal control and risk management systems 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 committee is also responsible for reviewing the Company’s valuation policies and procedures to ensure that the Board is fulfilling its obligations relating to the independent and proper valuation of the underlying Group investments, and for establishing, monitoring and reviewing procedures and controls to ensure compliance with the relevant regulatory regimes. The Audit, Risk and Valuations Committee will normally meet not less than three times a year. Grahame Cook chairs the Committee and its other members comprise Richard Pelly, Gervaise Slowey and Sarah Gentleman. The UK Corporate Governance Code recommends that all members of the Audit, Risk and Valuations Committee be Non-Executive Directors, independent in character and judgment and free from any relationship or circumstance which may, could or would be likely to, or appear to, affect their judgment and that one such member has recent and relevant financial experience. The Board considers that the Company complies with the requirements of the UK Corporate Governance Code in this respect.

The ESG Committee (formed February 2022) is responsible for providing overarching oversight and supervision of the Group's Environmental, Social and Governance activities. The ESG Committee meets not less than twice annually but may convene more regularly as required. Gervaise Slowey chairs the ESG Committee and its other members comprise Ben Wilkinson (executive sponsor of the Group's ESG activities) and Ben Robson (General Counsel and Group Compliance Officer). The activities of the ESG Committee include, amongst other things, the implementation of the Group's ESG and Responsible Investment Policy, provision of support and guidance to the Group's ESG Working Group, approval and monitoring of ESG-related KPIs, and ongoing review of the effectiveness of ESG functions across the Group. There is no UK Corporate Governance Code requirement in connection with the requirement for an ESG Committee or the function or composition of such committee.