At a glance
Science Group plc is an international consulting services group supporting the entire product innovation lifecycle. The Group enables our clients to deliver on their investments in R&D. Our services include: applied science, product development, advisory and regulatory. These are combined with vertical market expertise in Medical, Food & Beverage, Industrial, Chemical, Energy and Consumer sectors. With offices throughout Europe and North America and staff fluent in over 30 languages Science Group supports a global client base in over 100 countries.
Science Group employees over 400 staff worldwide, the vast majority of which are highly qualified scientists, engineers or regulatory specialists. The Group owns two large UK-based R&D centres with leading edge facilities including a wide range of laboratories and operates under well-established brands including Leatherhead Food Research, Sagentia, Oakland Innovation, OTM Consulting and TSG Consulting.
AIM rule 26
The information on this website is disclosed in accordance with AIM rule 26.
Key investor information
Country and incorporation
Science Group plc is incorporated in the United Kingdom, with registered number 06536543. The main countries of operation are the UK and USA.
Other exchanges or trading platforms
The company is not listed on any other exchanges or trading platforms.
Restrictions on the transfer of securities
There are no restrictions on the transfer of securities.
UK city code on takeovers and mergers
Science Group plc is subject to UK City code on takeovers and mergers.
Securities in issue
The following information is correct as of 13 July 2018.
The company's issued share capital comprises 42,062,035 ordinary shares, each with a nominal value of £0.01. Each share has equal voting rights. There are 40,015,027 ordinary shares in issue excluding treasury shares. The company holds 2,047,008 shares in treasury.
So far as the company is aware, 64.42% of the issued share capital is not held in public hands. This includes the treasury shares held by the company.
The company has been notified of the following significant shareholders. Significant shareholders are those holding 3% or more of the shares in issue excluding treasury shares.
The Board reviews potential share buybacks on a regular basis. The Company does not normally announce when it will be, or will not be, undertaking buybacks. In addition, Investors should be aware that, from time to time, the Company will be in a close period as required by the AIM Rules and other regulatory bodies, during which periods buybacks are not permitted. Close periods are not announced by the Company but will include a period (minimum 30 days) prior to Interim and Preliminary Results announcements.
Board of directors
Martyn Ratcliffe was appointed Chairman on 15 April 2010 following his investment in Sagentia Group, now Science Group. He was Chairman of Microgen plc from 1998 to 2016 and Chairman of RM plc from 2011 to 2013. He was previously Senior Vice President of Dell Computer Corporation, responsible for EMEA. He has a degree in Physics from the University of Bath and an MBA from City University, London.
Rebecca Archer (née Hemsted) was appointed to the Board on 27 January 2014. Mrs Archer is a Chartered Accountant and has a degree in Physics from the University of Oxford. She qualified at Deloitte where she spent six years including three years in New Zealand, and joined Sagentia from RM plc where she was Business Finance Partner for the Managed Services Business.
Senior Independent Director
David Courtley was appointed a Non-Executive Director on 15 April 2010. He is also Chief Executive of Mozaic Services and Non-Executive Director of Parity plc. He was previously Chief Executive of Phoenix IT Group plc, Chief Executive of Fujitsu Services Europe and MD of EDS UK. He has a degree in Mathematics from Imperial College, London.
Michael was appointed a Non-executive Director on 11 October 2012. Michael has over 25 years corporate finance experience, having spent 18 years at UBS and 7 years at Investec. He is currently a partner at Opus Corporate Finance LLP. He has a degree in Modern Languages from the University of Oxford.
Panmure Gordon (UK) Limited
1 New Change
London EC4M 9AF
Spencer Road, Lancing
100 Hills Road
We are committed to the principles of corporate governance contained in the UK Corporate Governance Code and for which the Board is accountable to shareholders. This section explains how the Directors will seek to apply the requirements of the Combined Code to procedures across the extended Science Group (‘Science Group’).
Statement of compliance with the Code of Best Practice
Science Group complies with the provisions of the Code except, so as to reflect the size and resources of Science Group, for the following matters:
- Not all of the directors on the Nomination Committee are independent
- The Chairman of the Board is not considered to be independent as he is a substantial shareholder of the company. The Chairman is assisted in the managing of the business on a day-to-day basis by the executive team of Science Group, including its finance director.
High-level strategic decisions are discussed and taken by the full Board, with recommendations as appropriate from the Chairman. Operational decisions are taken by the Chairman and the operational management team within the framework approved in the annual budgets.
It is the responsibility of the Chairman and the Company Secretary to ensure that Board members receive sufficient and timely information regarding corporate and business issues to enable them to discharge their duties. Science Group’s strategy is communicated to all employees in regular briefings.
Risk management is crucial to the success of Science Group, and the Board and Audit Committee consider the risks associated with Science Group’s technology and intellectual property pipeline, technical resources, as well as regulatory and other operational risks. Risks are reviewed by the Board as part of the strategy review.