Corporate governance

The Quoted Companies Alliance’s (QCA) Corporate Governance Code that the Board has adopted is designed to ensure that the Company delivers long-term value to its shareholders and that shareholders have the opportunity to express their views and expectations for the Company in a manner that encourages open dialogue with the Board. The Board recognises that its decisions regarding strategy and risk will affect the corporate culture of the Company as a whole and in turn the performance of the Company. An integral part of the Company’s activities is centred upon open and respectful dialogue with investors, whether they be individuals or corporate. Therefore, the importance of sound ethical values and behaviours is crucial to the ability of the Company to achieve its corporate objectives. The Board places great importance on this aspect of corporate life and seeks to ensure that this flows through all that the Company does.

The Board meets regularly throughout the year and during 2025 there were 10 full Board meetings. In addition, the Board held ad hoc meetings to deal with non-routine business throughout the year. The table below shows the number of full meetings held and the individual Director attendance, with all Directors’ attending respective meetings.

Principle 1: Establish a purpose, strategy and business model which promote long-term value for shareholders

Concurrent designs and manufactures high-performance embedded computer products and systems for demanding applications, primarily for the defence and aerospace markets. It looks to be first-to-market with high quality products and systems that can be relied upon in all conditions and is forming valuable partnerships in the US with major defence contractors.

Part of Concurrent’s strategy is to grow through acquiring businesses that align with its offering, could benefit its capabilities, and add to its revenue streams, whilst remaining agile to the changing market conditions and growing organically. Our business model is designed to promote long-term profitable growth and cash generation, and our dividend policy and total shareholder return in recent years are indicators of long-term value for our shareholders and will continue as we invest and grow. More details on the Concurrent’s purpose, business model and strategy, including key challenges to the execution of our strategy are provided in the Annual Report and Accounts.

Principle 2: Promote a Corporate Culture that is based on ethical values and behaviours

Concurrent’s vision is to excite our customers, colleagues and communities. The Board is committed to supporting and promoting the strong ethical and values-driven culture that is embedded throughout Concurrent. Our values and culture are integral to our identity and operations and are clearly communicated to all new employees through induction sessions and training. Regular discussions are held across teams and business units to openly explore ways employees can contribute to and embody Concurrent's culture. This effort is further supported by an internal handbook and policies, such as the anti-bribery policy, whistleblowing policy and share dealing policies designed to reinforce consistent and meaningful cultural alignment. There are regular inter-company events, which the Board considers increasingly important to embedding the values-driven culture it aspires to achieve as Concurrent grows.

Concurrent continues to utilise Culture15 to assess its alignment with the target culture through comprehensive surveys. This process is supported by action tracking and ensuring that managers take ownership to actively drive the desired cultural transformations. Concurrent has also retained a working relationship with Coode Associates, a consultancy associated with Culture15, to carry out leadership training linked to its culture.

Principle 3: Seek to understand and meet shareholder needs and expectations

Led by the Chair, the Board engages with shareholders directly through meetings, stock exchange announcements, and at the Annual General Meeting (AGM). At the AGM, the CEO provides a business update, and shareholders are given the opportunity to ask questions of the Board.

The CEO and CFO also meet shareholders and equity researchers at least twice yearly, and shareholder presentations are hosted on the Investor Meet Company platform twice yearly, usually after the interim and full-year results announcements. These presentations include updates on major projects, financial highlights and results, and are also used to seek feedback directly from shareholders. Understanding what analysts and investors think about the business is critical for driving our business forward. Where significant feedback is provided, it is discussed by the Board and addressed appropriately.

Details on the quantitative and qualitive reporting of Concurrent’s environmental and social matters are provided in the ESG Report in the Annual Report and Accounts.

The Board is collectively responsible for shareholder liaison. Contact information for shareholders are available here: Contact | Concurrent, and all previously recently market announcements are available here: Regulatory news | Concurrent.

Principle 4: Take into account wider stakeholder interests, including social and environmental responsibilities, and their implications for long-term success

The Board as a whole is responsible for identifying the key resources and relationships on which Concurrent relies on. The Board undertakes horizon scanning to identity its key stakeholder relationships, and makes sure that it has in place mechanisms to engage with its key stakeholders. The Board has identified the following as Concurrent’s main stakeholders:

Employees

Concurrent is highly dependent on the technical expertise and capability of its employees, in addition to their flexibility and ability to be agile and responsive to changing market demands.

Customers

Our primary customer base is a relatively small number of defence contractors, who often have changing needs and demands from our products and systems. The Board obtains customer feedback through regular dialogue at a senior level with our key customers to ensure we take can quickly address any concerns and customer satisfaction.

Suppliers

It is essential for Concurrent to maintain regular communication and positive relationships with its supply chain, ensuring continued component delivery and high standards of quality.

As the Board takes ownership of engaging with our key stakeholders, it is able to take onboard any feedback within its discussions, and make changes where the Board feels it appropriate. Further information in relation to Concurrent’s stakeholders can be found in the Strategic Report of the Annual Report and Accounts.

Principle 5: Embed effective risk management, internal controls and assurance activities, considering both opportunities and threats, throughout the organisation

Concurrent’s approach to risk management is to ensure there are appropriate safeguards in place whilst proactively seeking new opportunities to grow. The Board is responsible for determining Concurrent’s risk appetite as part of its strategic planning, and regularly reviews the risks that have been identified by the Executive Directors, which is supported by regular risk horizon scanning across Concurrent’s operations and geographies.

Details of Concurrent’s principal risks and uncertainties is set out in further detail in the Annual Report and Accounts.

Concurrent’s overall control environment is also regularly reviewed by the Audit and Risk Committee, in addition to the effectiveness of Concurrent’s risk management procedures.

The principal elements of our internal control system include:

• close management of the day-to-day activities by the Executive Directors, ensuring information flow is constant and any emergent risks are flagged as early as possible;

• a well-defined, robust organisational structure, promoting ambitious and timely decision making;

• a comprehensive annual budgeting process, including a both detailed profit-and-loss account, and associated statements of financial positions, all of which are prepared under the oversight of the Board;

• detailed monthly reporting of Concurrent’s financial performance, including revenue, profit, working capital, capital investment and quality, and the reasons if and where these figures deviate from the budget;

• strict controls over central finance, including capital expenditure and banking facilities; and

• an extensive ISO 9001 quality system.

Despite considerable growth, the Board has determined that an internal audit function is not required due to the small size of the Company’s administrative function and the high level of Executive Director review and authorisation of transactions and the close attention given to Concurrent’s risk and control environment by the Board. The Board will continue to keep this matter under review.

Details of Concurrent’s governance of climate-related risks and opportunities, including how these are integrated into the overall governance framework, is set out in the ESG Report in the Annual Report and Accounts.

The Audit and Risk Committee, on behalf of the Board, reviews on an annual basis the independence of the Company’s auditors, HaysMac LLP, who have held the position since 2023, taking into account their tenure, relationships with Concurrent and the wider group companies and level of non-audit services provided. 

Principle 6: Establish and maintain the board as a well-functioning, balanced team led by the chair

Concurrent’s Board is made up of six directors, led by the Chair, each of whom brings relevant skills and experience to their role. Details of each of the Directors, including their relevant experience, skills and capabilities is set out here: Directors | Concurrent.

The Board considers that Mark Cubitt (Chair), Issy Urquhart and Nat Edington are all independent. Apart from receiving the directors’ remuneration as disclosed in the Annual Report and Accounts, none receive performance-related remuneration nor are entitled to participate in any share option scheme. The Board is satisfied that it has a suitable balance between independence and knowledge of the business to allow it to discharge its duties and responsibilities effectively.

The Board is comprised of 33% women, with Directors from a broad range of backgrounds and experiences, and as such is able to efficiently inform and direct Concurrent’s strategy for the benefit of its shareholders and other stakeholders.

All Non-Executive Directors have confirmed and demonstrated that they have adequate time available to meet the requirements of the role and that they have no conflicts of interest. Non-Executive Directors are expected to devote such time as is necessary for the proper performance of their duties, including preparation for and attendance at board, committee, or shareholder meetings. Executive Directors work full time in the business and have no other outside business commitments, and as such they are expected to devote a portion of their regular working time to the Board and its committees.

In line with best practice, each director resigns and stands for reappointment at each Annual General Meeting.

Principle 7: Maintain appropriate governance structures and ensure that individually and collectively the directors have the necessary up-to-date experience, skills and capabilities

The Board is supported by the Audit and Risk, Remuneration, and Nomination Committees. All of the committees are made up of exclusively independent Non-Executive Directors, although Executive Directors are often invited to attend to present and provide relevant information or reports.

Audit and Risk Committee

The Audit and Risk Committee is chaired by Mark Cubitt, whom the Board views as having the significant financial experience needed for the role. Its other members are Issy Urquhart and Nat Edington. The Audit and Risk Committee reviews the audited financial statements and independent report of Concurrent’s auditors, and oversees the risk management procedures. Further details on the activities of the Audit and Risk Committee, including its Terms of Reference, can be found here: Audit and Risk Committee TORs.

Remuneration Committee

The Remuneration Committee is chaired by Issy Urquhart, and its other members are Mark Cubitt and Nat Edington. It reviews and recommends remuneration for the Executive Directors and other members of senior management, including through bonuses, share schemes and long-term incentive plans. The Remuneration Committee has sought benchmarking data in order to ensure that remuneration is competitive and fair, whilst maintaining good value for shareholders. Further details on the activities of the Remuneration Committee, including its Terms of Reference, can be found here: Remuneration Committee TORs.

Nomination Committee

The Nomination Committee is chaired by Mark Cubitt, and its other members are Issy Urquhart and Nat Edington. Its function is to review and, where appropriate, recommend changes to the composition and membership of the Board and its committees, as well as to oversee the succession planning of the senior management. Further details on the activities of the Nomination Committee, including its Terms of Reference, can be found here: Nominations Committee TORs.

The Board has outlined specific remits and responsibilities for the CEO and the Chair, in addition to their roles as Directors of the Company, as follows:

Chair

The Chair has overall responsibility for Concurrent’s corporate governance, ensuring it remains compliant with the QCA Code and, where there are deviations, those are properly understood, acknowledged and explained. The Chair additionally ensures that board meetings are conducted in an efficient, transparent and well-organised manner, and that the information required by the Board and its committees to perform their duties is available in a timely and well-structured manner. The Chair also overseas communication between Concurrent and its shareholders.

Chief Executive Officer

The CEO has responsibility for leadership and management of Concurrent, through the development of objectives and strategies that ensure the Board is fully aware of ongoing performance and financial viability. The CEO additionally overseas and manages key risks, and keeps key stakeholders informed on relevant matters to them, including with Concurrent’s shareholders.

Company Secretary

The Company Secretary is responsible for providing a clear and timely information flow to the Board and its committees, and supports the Board on matters of corporate governance. The Company Secretary is responsible for ensuring that procedures are followed, and applicable rules and regulations are complied with. In addition, the Company Secretary supports the Board with the evolution of its governance framework in line with Concurrent’s strategy.

Principle 8: Evaluate board performance based on clear and relevant objectives, seeking continuous improvement

The Board considers the measure of its effectiveness to be Concurrent’s progress against the long-term strategy and aims of the business. This progress is reviewed in board meetings and takes into consideration various criteria such as the effectiveness of the Board, the approach to its work, the culture and dynamics, the structure and processes, the accessibility to information, the success in achieving its goals, and the need for succession planning.

The Board does not undertake a formal performance review, and instead undertakes ongoing assessment of all members of the Board, which included ensuring that each Director:

• is committed to the progress and long-term success of Concurrent;

• contributes in a meaningful and effective way;

• progresses within their role;

• adheres to the high standards of ethics and compliance within the regulatory framework; and

• maintains independence, where relevant.

The Board keeps under review the need to undertake a formal performance review exercise.

Succession planning is a matter considered by the whole board from their various points of view (risk, experience, incentivisation etc.). Primary responsibility for developing a succession planning policy currently rests with the Board but is undertaken on its behalf by the Nomination Committee. Concurrent seeks to promote staff internally but where internal promotion is not possible, Concurrent uses external advisors to seek appropriately qualified candidates.

Principle 9: Establish a remuneration policy which is supportive of long-term value creation and the company’s purpose, strategy and culture.

The Board has established a remuneration structure that provides an appropriate balance of fixed salary and benefits, annual bonuses for achieving specific targets that are set by the Board, and long-term share incentive plans to incentivise growth and shareholder value, aligning remuneration to shareholder interests. Targets for the Executive Directors are set by the Board on an annual basis, on recommendation from the Remuneration Committee, to align to the execution and delivery of Concurrent’s strategy, and to ensure its fairness, equity and alignment with Concurrent’s pay principles.

Further details of the remuneration arrangements can be found in the Remuneration Report in the Annual Report and Accounts. In line with best practice, the Remuneration Report is put to an annual shareholder vote.

Principle 10: Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other key stakeholders

Concurrent places a strong emphasis on the standards of good corporate governance and maintaining an effective engagement with its shareholders and key stakeholders. This is considered to be integral to longer-term growth and success and aims to ensure that all communications concerning Concurrent’s activities are fair, balanced and understandable.

The Board takes engagement and dialogue with its shareholders and stakeholders seriously, and has set out as part of the disclosures under Principles 3 and 4 of the QCA Code how it has taken steps to engage with these groups.

In formally adopting the QCA Code as its governance framework, the Board has reviewed all aspects of its compliance and sets out on an annual basis in the Annual Report and Accounts where the Board has taken the decision not to implement specific provisions of the QCA Code.

The results of the Company’s most recent Annual General Meeting (AGM) are available on the here: Shareholder information | Concurrent. No resolutions presented at the 2025 AGM received a significant proportion of votes against.

Historical annual reports and investor presentations are also available on the here: Reports and presentations | Concurrent.

Last Updated: 23 April 2026