AIM Rule 26

Business Description

Inspired Energy plc is the leading utilities Third Party Intermediary (TPI) in the UK.

We provide expert consultancy on the negotiation of energy contracts, offering a range of services to our clients throughout the life of each contract, including market analysis, bureau services and management services, all designed to reduce customers’ costs.

We continue to invest in people and technology and remain acquisitive to ensure we remain at the forefront of energy purchasing. Whether it’s energy procurement, market analysis, historical audits, energy management, bureau services or renewable energy projects, we remain dedicated to providing a best-in-class solution which is ready and able to manage our customers’ energy needs.

Through strategic acquisition and internal systems’ development the Inspired Group provide software solutions and estate optimisation services to address our clients specific needs across the utility sector.

Our core focus is servicing large businesses with essential energy advisory services to industrial and commercial clients. Our experienced buying team guides some of the UK’s leading companies to ensure they maximise their buying opportunities in the energy market.

Our mission is to optimise the value of every pound spent on utilities by our clients through our innovation and dedication to client service, so our clients can focus on the growth of their business.

Company Directors and Board membership

Board members and Bio’s – Board of Directors

The Board of Inspired Energy plc consists of two Executive Directors and four Non-Executive Directors, three of whom are independent. The Boards principle responsibilities are to:

  • Agree strategy, performance and financial objectives of the Business
  • Regularly review performance against agreed objectives and exposure to risk
  • Identify and approving investment and acquisition opportunities as part of the Group’s longer-term growth plans
  • Monitor exposure to key business risks
  • Considers employee issues and key business appointments

The Board recognises its responsibility for the proper management of the Company and the benefit of corporate governance commensurate with the size and nature of the Company and the interests of its shareholders. The Directors have chosen to adopt the Quoted Companies Alliance (QCA) Corporate Governance Code to support in the application of best practice corporate governance for Inspired Energy plc.

The Board believes that good governance is fundamental to the successful growth of our business. The Board and its Committees play a central role in the Company’s governance by providing an external and independent perspective on matters material to Inspired Energy plc stakeholders, and by seeking to ensure that effective internal controls and risk management measures are in place.

The Board promotes a culture of good governance throughout the Company by creating an environment of openness, transparency, accountability and responsibility.

QCA Principles and Inspired Energy plc’s approach, September 2018

  1. Establish a strategy and business model which promote long-term value for shareholders
    Inspired Energy plc’s strategy, risks and risk mitigation are explained within the Strategic Report section in our Report and Accounts each financial year and is available on the website [Financial Reports and Documentation].
  2. Seek to understand and meet shareholder needs and expectations
    The Board of Inspired Energy plc has a proven track record of delivering dividends for shareholders and regularly talks to institutional, private investors and the financial press to ensure that the company’s strategy and objectives are communicated through its public announcements. The Company hosts institution and broker site visits to update on progress and the Executive Directors are in ongoing contact with the nominated adviser who communicates more closely with the market. Shareholders can use the contact us page on the inspiredplc.co.uk website or contact the Company Secretary with questions they require being referred to the Directors. In addition, the AGM operates as a forum for all shareholders to meet with the Board.
  3. Take into account wider stakeholder and social responsibilities and their implications for long-term success.
    The Board recognises that the Group has responsibilities to many stakeholders other than its shareholders. This includes employees, clients, suppliers and the wider society in which we operate. Communications with stakeholders is achieved relevant to the stakeholder and may take the form of formal announcements, individual meetings (for example appraisals with employees) and negotiations with other stakeholders. The environmental impact of our business is monitored along with our impact on and commitment to the community and increasingly to our clients who look for suppliers and supply chains with strong ethical values. The business seeks feedback from clients and has a process in place to share this feedback with the senior management team.
  4. Embed effective risk management, considering both opportunities and threats, throughout the organisation.
    Risk management is reported annually in our Report and Accounts, published on the website [Financial Reports and Documentation] along with how those risks are mitigated and how they change over time. The Board meets regularly during which business and other risks are assessed. Organisational Divisions have their own management boards which also meet regularly and assess the risks relevant to that specific division. These are communicated to the main Board via group management structures.
  5. Maintain the board as a well-functioning, balanced team led by the chair.
    Michael Fletcher, the non-executive chairman is responsible for ensuring that the Group maintains the highest standards of corporate governance. The Executive Directors have responsibility for implementation of the Board’s strategy. All the Directors have appropriate skills and experience for the roles they perform at Inspired Energy plc, including as members of Board Committee. A monthly report is provided to the Board of the financial and operational performance of the group. Information is provided in advance of meetings. The Board is responsible for all strategic decisions and the overall governance and culture of the group. All the directors have access to the services and advice of the company secretary and are able to take independent professional advice. The Board operates committees for audit, nomination and remuneration, providing governance and experience for these topic areas. Membership of the committees is available on the Board of Directors page.
  6. Ensure that between them the directors have the necessary up-to-date experience, skills and capabilities
    The Board evaluates consistently those skills that are required and whether they are adequately provided for. In doing so where relevant it will consider guidance available on appointment and training of Board members. The Company Secretary has the responsibility to make the Board aware of legal changes. The nomination committee oversees the process of identifying candidates and makes recommendations to the Board. Appointments are made on merit against objective criteria and with regard to the benefits that will be brought to the Board and the Group. The nomination committee also considers succession planning. The Company Secretary supports the Chairman in addressing the training and development needs of the directors. In the case of new Directors there is an induction to ensure they become aware of the operations of the group. The Directors are aware of their individual responsibility to undertake appropriate continuing development.
  7. Evaluate Board performance based on clear and relevant objectives seeking continuous improvement.
    The Financial Reporting Council’s Guidance on Board Effectiveness is used as the basis of the Board’s performance evaluation. The auditors meet the audit committee biannually and beyond the audit report do comment on the systems, procedures and efficacy of the management. The nominated adviser has access to the Chairman and meets the non-executives on and ad hoc basis as the need arises. A rigorous recruitment process is undertaken for new Directors prior to their proposal and election. In terms of re-election their performance is reconsidered prior to them being proposed to ensure they remain effective in their role and that they retain their independence. Re-election is considered by the shareholders at the AGM at which shareholders have the opportunity as a body to approve or otherwise Board membership. The remuneration committee meets formally and is tasked with not only the remuneration of the Executive Directors but also evaluation of performance. To this end the Board is circulated with press comment and market feedback on the business. Market share data and peer group analysis is available.
  8. Promote a corporate culture that is based on ethical values and behaviours.
    The Board expects the highest ethical standards of its members and management across the group. The group has documented procedures with respect to its responsibilities regarding ethical behaviour, specifically bribery, corrupt practices and modern slavery and these are applicable across its operations including supply and customer chains.The Board takes seriously its responsibilities towards sustainability of its operations and the impact on the environment. As an employer and member of community strong ethical and cultural values along with a robust recruitment process is vital to ensuring the group is a “good member of the community”.
  9. Maintain governance structures and processes that are fit for purpose and support good decision making by the Board.
    The roles and responsibilities of specific Directors and membership of the Board Committees are available on our website. The Board formally meets a minimum of six times per year. Each Committee has terms of reference outlining the specific responsibilities delegated to it. Corporate governance disclosures are made every year in our annual report and accounts. The Board assesses at least annually whether the structures and processes are fit for purpose.
  10. Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders.
    The AGM is a key forum for communications with any shareholder who wish to attend, and the directors are available here to listen to views expressed both formally and informally. This combined with the normal cycle of announcements as the key method of communication. The outcome of resolutions put to the AGM are published and available on the company’s website within [Financial Reports and Documentation]. The company uses the Stock Exchange Regulatory News Service (RNS) to advise the market (i.e. shareholders and others) of performance and significant matters. Brokers are updated and circulate notes regularly. These updates are also visible on the Inspiredplc.co.uk website.

Modern Slavery Statement

Inspired Energy plc takes its responsibility to protect human rights very seriously. We do not tolerate slavery or human trafficking in our organisation or in our supply chain. We will never knowingly deal with any organisation which is connected to slavery or human trafficking.

UK Takeover Code Applicability

Inspired Energy plc is subject to the provisions of “The City Code on Takeovers and Mergers” in the UK.

Country of Incorporation and Operations

Country of incorporation : England and Wales
Company registration number : 7639760
Main country of operation : United Kingdom

Company Documents

All Company Documents can be found on the Financial Reports and Documentation page.

Details of Restrictions on the Transfer of Securities

There are no restrictions on the transfer of ordinary shares.

Details of any other Exchanges

The securities of the Company are traded on the AIM market operated by the London Stock Exchange plc. Its shares have not been admitted, nor have any applications been made, for any of its shares to be admitted or traded on any other exchanges or trading platform.

Securities Information

AIM securities in issue: As at 11 August 2018 there were 598,021,924 ordinary shares of 0.125 pence each.
As at 14 August 2018 the percentage of shares not held in public hands (as defined by AIM rule 26) was 41.96%.
The identity and shareholdings of the Company’s significant shareholders can be found on the significant shareholders page – Significant Shareholders.

Admission Documents

Please find links to our admission documents here: Articles of Association and Admission Document.

Adviser Information

The Company’s Advisers are as follows:

Nominated Adviser and Broker

This information was last updated on 10 September 2018.