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Annual Report & Accounts 2016 - Governance/Corporate Governance Statement
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35 WE UNDERTOOK AN EXTENSIVE CORPORATE GOVERNANCE JOURNEY IN 2016. GVC successfully undertook an extensive corporate governance journey in 2016. We started the year as an AIM-listed company, before obtaining a Standard Listing on the London Stock Exchange's Main Market on 2 February in conjunction with the completion of the acquisition of bwin.party. The Company then went through the process of transferring to a Premium Listing. This required a significant amount of work upgrading the Company's corporate governance processes and procedures. GVC successfully transferred to a Premium Listing on 1 August. During 2016 GVC appointed three new Non-executive Directors to the Board. Stephen Morana, who also took on the role of Chairman of the Audit Committee, is widely recognised for his accounting and e-commerce expertise, particularly as a specialist in the online gaming sector having spent ten years as part of the management team at Betfair plc, serving as Chief Financial Officer and also interim CEO in 2012. Peter Isola is an expert in gaming law and regulation with experience advising numerous e-commerce clients. Norbert Teufelberger was the former CEO of bwin and bwin.party and has nearly 20 years of experience in online gaming operations. Both Stephen and Peter are regarded by the Board as independent, thereby ensuring that, excluding the Chairman, and in accordance with the UK Corporate Governance Code's recommendation, the Non-independent Directors are not in a majority. In 2017, we have appointed two further directors. Paul Miles was appointed Chief Financial Officer on 28 February following Richard Cooper's departure from that role after nine years. In addition, as disclosed previously, the Board has been searching for a Senior Independent Director to enhance the Board's knowledge and decision-making process and to comply with the UK Corporate Governance Code's recommendation. I am pleased to inform shareholders that the Board has today announced the appointment of Will Whitehorn as the Senior Independent Director. Will is a highly experienced business professional and is a significant appointment to the Group. He is Deputy Chairman and Senior Independent Director of Stagecoach Group plc and is an Independent Non-executive Director of Purplebricks plc. The search process for this role is set out in the Nominations Committee's Report on pages 44 and 45. Following today's Senior Independent Director appointment, the Company is now in compliance with all but one of the recommendations of the UK Corporate Governance Code, the remaining exception relating to certain contractual termination terms for myself and the CEO which pre-date the Company becoming Premium Listed (please see page 42). Lee Feldman Chairman of the Board 23 March 2017