Committed to the Standards

The Board recognises its responsibility for the proper management of the Company and is committed to maintaining a high standard of corporate governance.

The Directors recognise the importance of sound corporate governance commensurate with the size and nature of the Company and the interests of its Shareholders. The Corporate Governance Code does not apply to companies admitted to trading on AIM and there is no formal alternative for AIM companies. The Quoted Companies Alliance has published the QCA Code, which includes a standard of minimum best practice for AIM companies, and recommendations for reporting corporate governance matters. The Directors take into account the Corporate Governance Code (and the QCA Code), to the extent they consider it appropriate and having regard to the size and resources of the Company.

Reviewed 31 March 2025

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The Group’s current system of corporate governance is summarised below.

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Company’s directors

Vega Energy has a six member Board of Directors comprised of

• Randall Connally (aged 52) – Chief Executive Officer
• Lord Henry Campbell Bellingham (aged 67) – Non-Executive Chairman
• Dr Stefan Liebing (aged 46) – Non-Executive Director
• Claudio Coltellini (aged 51) – Non-Executive Director

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Directors’ Responsibilities

The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company, for safeguarding the assets, for taking reasonable steps for the prevention and detection of fraud and other irregularities and for the preparation of the financial statements which comply with the requirements of the Companies Act 2006. The Directors are responsible for preparing the annual report and the financial statements in accordance with the Companies Act 2006. The Directors have chosen to prepare financial statements for the group and the company in accordance with International Financial reporting Standards as adopted by the European Union (IFRSs).

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Board Committees

Remuneration Committee

The Remuneration Committee consists of Lord Bellingham (Committee Chairman) and Dr Liebing. It is responsible for reviewing the performance of the senior executives and for determining their levels of remuneration. The Committee makes recommendations to the Board, within agreed terms of reference regarding the levels of remuneration and benefits.

Audit Committee

The Audit Committee consists of Lord Bellingham (Committee Chairman) and Dr Liebing. The Audit Committee meets at least two times a year to consider the annual and interim financial statements and the audit plan. The Audit Committee is responsible for ensuring that appropriate financial reporting procedures are properly maintained and reported upon, reviewing accounting policies and for meeting the auditors and reviewing their reports relating to the financial statements and internal control systems.

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Policies

Anti-Bribery and Corruption

Vega Energy has a strict anti-bribery and corruption policy in line with the UK Bribery Act (2010). The Company will not accept employees giving or receiving bribes, intending either to obtain or retain business for the company, or to obtain or retain an advantage in the conduct of the company’s business.

The Company is committed to comply with the Act and will enforce the same level of compliance throughout its operations. This applies to management, employees, contract staff and industry partners working on the Company’s behalf.

The Company's Investment Policy

Vega will seek to invest in opportunities within the natural resources sector, the oil services, power and energy sectors and in technology opportunities related to these sectors.

‍upcoming Events

None scheduled at this time.

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Past Events

Annual General Meeting 2023 - 25 July 2023

The Annual General Meeting of the Company was held at 10:00 a.m. on 25 July 2023 at the offices of Shakespeare Martineau, 60 Gracechurch St, London EC3V 0HR.

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