Diesel Card International Limited S172 Statement Year ended 31 March 2020 Section 172 Statement The directors of the company, as those of all UK companies, must act in accordance with a set of general duties, as detailed in section 172 of the UK Companies Act 2006. A director of a company must act in the way they consider, in good faith, would be most likely to promote the success of the company for the benefit of its shareholders as a whole and, in doing so have regard (amongst other matters) to: The likely consequences of any decisions in the long term; The interests of the company’s employees; The need to foster the company’s business relationships with suppliers, customers and others; The impact of the company’s operations on the community and environment; The desirability of the company maintaining a reputation for high standards of business conduct; and The need to act fairly as between shareholders of the company. In common with most large businesses, the directors fulfil their duties partly through a governance framework that delegates day to day decision making to employees of the company. An authority matrix has been introduced to support and formalise this process and will be regularly reviewed and amended to reflect any changes to perceived risks or the environment in which the Company operates. Other details of how the directors fulfil their duties in each of the areas set out above are: Consequences of decisions in the long term Each year, the board undertakes a review of the Company’s long term strategy, including the business plan for the following three years. Once approved by the board, the plan and strategy form the basis for financial budgets, resource plans and investment decisions. In making decisions concerning the business plan and future strategy, the board has regard to a variety of matters including the interests of various stakeholders, the consequences of its decisions in the long term and its long term reputation. In approving the business plan, the directors also consider external factors such as competitor behaviour, the performance of the underlying markets in which we operate or are proposing to operate, as well as the evolving economic, political and market conditions. Where these factors are deemed to be significant, additional forecasting activities are undertaken to understand the impact in a timely manner and enable informed decision making. The board has agreed a set of targets for an acceptable level of financial resilience and liquidity and regularly reviews the Company’s forecast cash flows, funding requirements, debt capacity and financing options. These targets are partly governed by the Group’s banking facilities agreement which covers the period to November 2024. Interests of the company’s employees The directors understand the importance of the Company’s employees to the long-term success of the business. For our business to succeed we need to manage our people’s performance and develop and bring through talent whilst ensuring we operate as efficiently and safely as possible. The directors review performance in this area on a regular basis. The Company regularly communicates business progress and strategy to its employees through presentations, internal group-wide emails and its intranet. Additionally, employee surveys are undertaken periodically to allow staff to provide honest feedback about their experience working at the Company. Workplace health and mental wellbeing continue to be priorities with all employees able to access free support both in the office and whilst home-working. The Company’s head office building, opened in 2018, was designed with a focus on enhancing employee wellbeing and has been recognised by the property industry as such. Many of the features of this building have been carried forward into other offices used by the Company, several of which have undergone extensive refurbishment programmes in recent years. Business relationships The board regularly reviews how the Company maintains positive relationships with all of its stakeholders. It operates long term partnership arrangements with many of its major suppliers with regular meetings held to review progress and develop new initiatives. The Company’s core strategy prioritises organic growth, driven by cross selling and up selling services to existing customers as well as winning new customers. Maintaining high levels of customer satisfaction is key to this strategy and the Company conducts regular surveys and encourages feedback from customers to improve performance and generate new ideas. Impact on the community and environment The Company supports a number of local and national charities through both fundraising and volunteering and engages with the local communities in which it operates on key local issues, reacting promptly to any concerns. High standards of business conduct The directors take the reputation of the Company seriously which is not limited to operational and financial performance. For example, the board has approved the Company’s policies on anti-slavery and human trafficking, data protection, gender pay reporting and tax strategy (all of which can be found on the Company’s website www.radiuspaymentsolutions.com). LAST MODIFIED | 16TH FEBRUARY 2021 : 10:04