Investor Information

Investors Information – AIM Rule 26

The information contained on, or available via, this page was last updated on 30 June 2011.

A description of the business

The principal activity of the Group during the year was the manufacture and distribution of air conditioning and heating solutions for retail and commercial applications, together with related maintenance services.

Names, biographies of the directors & board members responsibilities

Walter K Goldsmith – Non-executive Chairman Aged 73

Walter Goldsmith joined the Board in May 2007 and was appointed Chairman in March 2010. He is a chartered accountant with substantial board level experience in public and private companies. A considerable part of his career was spent at Black & Decker, the global manufacturer and marketer of power tools, where he was latterly Corporate Vice President and responsible for launching Black & Decker into 22 countries. He was subsequently Group Planning and Marketing Director at Forte Plc, the hotel group and Director General of the Institute of Directors for five years. Walter is currently chairman or director of a number of other private companies. He supplies his services to the Company pursuant to a letter of appointment dated May 2007.

Leigh A Stimpson – Executive Director Aged 51

Leigh Stimpson joined the Board on 23 February 2010. He has been an executive with Diffusion since 1992 and managing director for the last 15 years. Leigh is a seasoned HVAC industry professional, with extensive marketing skills and product knowledge of the sector. Leigh re-joined Diffusion’s executive management on a full time basis in 2006 and was responsible for the day-to-day turnaround since then. He is employed by Diffusion’s operating company, ET Environmental Limited, under a letter of appointment dated April 2006.

Martin M Reid – Executive Director Aged 50

Martin Reid has been with Diffusion for over 25 years, where he is currently the Production Director, with responsibility for procurement, manufacturing excellence and stock control. He has in depth knowledge of the heating and ventilation sector and is also heavily involved with new product innovation and development. He is employed by Diffusion’s operating company, ET Environmental Limited, under a letter of appointment.

Details of committees of the board of directors and their responsibilities

So far as is possible, given the Group’s size and the constitution of the Board, the directors comply with the principles of best practice as set out in the Combined Code on Corporate Governance.

The Board has appointed an Audit Committee, consisting of Walter Goldsmith (Committee Chairman), Leigh Stimpson, and Martin Reid. This Committee meets at least twice annually and is responsible for ensuring that the financial performance of the Group is properly reported and monitored and for meeting the auditors and reviewing their reports in relation to the accounts and internal control systems.

The Audit Committee reviews the services provided by the external auditors at least on an annual basis. This review includes consideration of the confirmation of independence which the external auditors provide to the Company on an annual basis and of the services which they provide to the Group, in order to ensure that their independence is not compromised.

The Board has appointed a Remuneration Committee, which consists of Walter Goldsmith (Committee Chairman), Leigh Stimpson and Martin Reid. The Remuneration Committee is responsible for reviewing the performance of the executive directors within the Group and for setting the scale and structure of their remuneration and the basis of their service contracts. Given the size of the Company, the Remuneration Committee will also act as the Nomination Committee responsible for considering and recommending to the Board changes in the Board’s composition and membership.

Country of incorporation & operation

Energy Technique Plc is incorporated in England & the main country of operation is the UK.

Where the company is not incorporated in the uk

N/A

Current constitutional documents

Details of any others exchanges or trading platforms

N/A

The number of AIM securities in issue

33,305,160 ordinary shares of 6.25 pence.

The percentage of AIM securities not in public hands

73.43%

The identity & percentage holdings of large shareholders

At 23 May 2011, the Company was aware of the following interests of 3% or more of the issued share capital:

	No of ordinary shares of 6.25p each	% Interest
Ciano Investments Limited	19,386,274	58.2
Venture International FM Limited	3,999,960	12.0
Mayfield Fulwood Limited	1,250,000	3.8
Walter Goldsmith	1,069,826	3.2

Details of any restrictions on the transfer of AIM securities

None

Most recent annual report

All notifications the AIM company has made in the last 12 Months

Date

Time

Title

21-Oct-11