The Board has overall responsibility for the Company’s activities and the determination of its investment policy and strategy.

Details of the corporate governance procedures, including Board committees and their membership, are set out in the Directors' Report on pages 12 to 17 of the 2010 Annual Report

The Directors of the Company, who are all non-executive, are:

Fred Carr (Chairman), aged 66, spent his career in stockbroking and investment management, ultimately (1993 – 2004) as Chief Executive of Carr Sheppards Crosthwaite. He is Chairman of M&G High Income Investment Trust plc, and a director Investec Capital Accumulator Trust Limited and a number of private companies. He is also a consultant to Investec Bank (UK) Limited. He is a Fellow of the Securities Institute, and is resident in the UK. He was appointed to the Board on 17 September 2009.

Jamie Cayzer-Colvin, aged 46, joined the Caledonia group in 1995, initially working at its speciality chemical subsidiary, Amber Industrial, before becoming an investment executive at Caledonia in 1999. He was appointed an associate director in 2002 and a director in April 2005. He is chairman of The Henderson Smaller Companies Investment Trust plc and a non executive director of Close Brothers and Polar Capital. He is also a director of the Investment Manager. He is resident in the UK.

Ashok Dayal, aged 74, has had 38 years experience in banking in India and supervising a major banking business in India from bases in Hong Kong, London and Singapore. During his last eight years in banking he was Executive Director, Deutsche Bank AG, regional head office in Singapore. Prior to joining Deutsche Bank AG, he was a managing director of Grindlays Bank plc ("Grindlays") based in London and immediately before that, regional director of Grindlays based in Mumbai. Since his return to India, Mr Dayal has worked as a management consultant, and is currently an independent director with companies such as Glaxo Smithkline Consumer Healthcare, Abbot India and Akzo Nobel Coatings. He is resident in India.

Peter Niven, aged 57, has over 35 years’ experience in the financial services industry both in the UK and offshore. He was a senior executive in the Lloyds TSB Group until his retirement in 2004 and, since then, has been the Chief Executive of Guernsey Finance LBG, promoting the island as a financial services destination. He is a director of Resolution Limited and serves on the boards of a number of London-listed investment funds. He is a Fellow of the Chartered Institute of Bankers and a Chartered Director. He is a resident of Guernsey. He was appointed to the Board on 11 August 2011.

John Whittle, aged 56, is a Chartered Accountant and was until recently Finance Director of Close Fund Services where he successfully initiated a restructuring of client financial reporting services and was a key member of the business transition team. He was at Price Waterhouse in London before embarking on a career in business services, predominantly in telecoms. He co-led the business turnaround of Talkland International (now Vodafone Retail). He is a non-executive director of International Public Partnerships Limited, Aurora Russia Limited and a number of other companies. He is a resident of Guernsey and was appointed to the Board on 17 November 2011.