Hybrid Software Group PLC - Annual Report 2022

Hybrid Software Group PLC Annual Report 2022 52 53 Hybrid Software Group PLC Annual Report 2022 Hybrid Software Group Strategic report Governance Financial statements Other information CORPORATE GOVERNANCE REPORT The content of this report is unaudited. The Financial Conduct Authority’s Listing Rules (“the Listing Rules”) require that listed companies (but not companies traded on an overseas EU market) incorporated in the UK should state in their report and accounts whether they comply with the UK Corporate Governance Code (“the Code”) and identify and give reasons for any area of non-compliance. The Company is listed on Euronext Brussels and therefore is not required to comply with the Listing Rules or the Code, however, several voluntary disclosures have been given. The board supports the principles and aims of the Code and intends to ensure that the Group observes the provisions of the Code as it grows, as far as is practical. However, the board considers that at this stage in the Group’s development the expense of full compliance with the Code is not appropriate. DIRECTORS AND BOARD The board comprises two executive directors, a chairman and two non-executive directors. The board considers that the non-executive directors are independent. See page 44 for further details about the Board of Directors. The roles of chairman and chief executive officer are separate appointments and it is board policy that this will continue. The non-executive directors bring their independent judgement to bear on issues of strategy, performance, appointments, resources and standards of conduct. BOARD COMMITTEES Audit and remuneration committees provide additional review and scrutiny of the Group’s activities. RELATIONS WITH SHAREHOLDERS The Company’s executive directors communicate regularly with analysts and private investors are encouraged to participate in the Annual General Meeting. INTERNAL FINANCIAL CONTROL The Company has established policies covering the key areas of internal financial control and the appropriate procedures, controls, authority levels and reporting requirements which must be applied throughout the Company. The key procedures that have been established in respect of internal financial control are: • internal control: the directors review the effectiveness of the Company’s system of internal controls on a regular basis; • financial reporting: there is in place a comprehensive system of financial reporting based on the annual budget approved by the board. The results for the Company are reported monthly along with an analysis of key variances to budget, and year-end forecasts are updated on a regular basis; and • investment appraisal: applications for significant expenditure of either a revenue or capital nature are made in a format which places emphasis on the commercial and strategic justification as well as the financial returns. All significant projects require specific board approval. No system can provide absolute assurance against material misstatement or loss but the Company’s systems are designed to provide reasonable assurance as to the reliability of financial information and ensuring proper control over income and expenditure, assets and liabilities. GOING CONCERN The Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. The Directors have prepared cash flow forecasts for a period of at least 12 months from the date of approval of these financial statements and have no reason to believe that a material uncertainty exists that may cast significant doubt about the Group’s ability to continue as a going concern, notably because of a cash position of €6.32 million as at 31 December 2022 (2021: €9.23 million). Those forecasts take into account reasonably possible downsides, including the potential impact for increased costs of inflation. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. Refer to note 2 to the consolidated financial statements for further details. Xitron’s Brian Marolf assembles a USB interface (Blue Box) destined for a Screen computer-to-plate user. Xitron has shipped over 10,000 USB interfaces with more than half driving Screen PT-R platesetters.

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