Corporate Governance

The Group is committed to high standards of corporate governance in all its activities.  The Board is accountable to the Group’s shareholders for good corporate governance.  Although the Group is not required under AIM rules to comply with the UK Corporate Governance Code (the Code), the Board recognises the value of the Code and has regard to its requirements as far as is practicable and appropriate for a public company of its size and nature.

The Board currently comprises an Independent Non-Executive Chairman, the Chief Executive Officer, two other Executive Directors and three other Non-Executive Directors.  The biographies appearing on the Directors page demonstrate a range of experience and sufficient calibre to bring independent judgement on issues of strategy, performance, resources and standards of conduct that are vital to the success of the Group. The Board has overall responsibility for the Group and there is a formal schedule of matters specifically reserved for decision by the Board. The Board have established a Nomination, Audit and Remuneration committee.

Below are the terms of reference for the Audit, Remuneration and Nomination Committees and our whistle blowing policy (these documents are all in PDF downloadable format):

Terms of Reference – Audit Committee

Members: E J Beale (Chair), B M Hynes, R S McDowell, F P Berrebi

Terms of Reference – Nomination Committee

Members: B M Hynes (Chair), R S McDowell, F P Berrebi

Terms of Reference – Remuneration Committee

Members: R S McDowell (Chair), B M Hynes, F P Berrebi, E J Beale

Swallowfield plc is quoted on AIM and as a result the Company has complied with AIM Rule 31 which requires the following:

  • have in place sufficient procedures, resources and controls to enable its compliance with the AIM Rules;
  • seek advice from its Nominated Advisor (“Nomad”) regarding its compliance with the AIM Rules whenever appropriate and take that advice into account;
  • provide the Company’s Nomad with any information it reasonably requests in order for the Nomad to carry out its responsibilities under the AIM Rules for Nominated Advisors, including any proposed changes to the Board and provision of draft notifications in advance;
  • ensure that each of the Company’s Directors accepts full responsibility, collectively and individually, for compliance with the AIM Rules; and
  • ensure that each Director discloses without delay all information which the Company needs in order to comply with AIM Rule 17 (Disclosure of Miscellaneous Information) insofar as that information is known to the Director or could with reasonable diligence be ascertained by the Director.


Brendan M Hynes MBA, FCMA

Non-Executive Chairman

Brendan joined the Company as Non-Executive Chairman on 1st July 2013. He is also currently the Senior Independent Non-Executive Director and Chairman of the Audit Committee of Churchill China plc, Non-Executive Director of private, online education business “Webexaminer”; and a member of the Criticaleye Advisory Board. He was CEO of Nichols plc from 2007 to 2013 having previously been Group Finance Director. He has plc main board experience across a range of other sectors including TMT, retail, consumer goods, buildings and automotive. Previous roles have included Executive Director at Knowledge Management Software plc and Group Finance Director at William Baird plc a branded clothing business and Director of the Consumer, Retail and Distribution (CRD) practice of PricewaterhouseCoopers advising Times 100 companies. Brendan chairs the Nomination Committee and is a member of the Audit and Remuneration Committees.

Tim Perman

Chief Executive Officer

Tim joined the Company as Chief Executive on 2 July, 2018. He has extensive experience in the consumer products industry, with over 20 years in the beauty and personal care sector, and has held senior General Management and Marketing positions at PZ Cussons, Seven Seas, Campbells Grocery Products and Clairol. In his last role at Cussons, Tim was Group Category & Brand Director and Global Beauty Director, and prior to that he was Area Director, Europe. Tim has previously been Managing Director UK & Ireland at Seven Seas, Managing Director at Campbells and occupied senior roles in the US and EMEA at Clairol.

Jane Fletcher, BSc (Hons)

Group Sales and Marketing Director

Jane joined the Company in 1996 and was promoted to the position of Group Sales and Marketing Director in October 2004. Prior to this she gained valuable experience in product buying at Marks and Spencer. Jane has over 20 years’ experience within the industry, working and developing products with both brands and retailers.

Matthew Gazzard, FCCA

Group Finance Director

Matthew joined the company in January 2018 as Group Finance Director. Matthew has extensive experience in financial, commercial and management roles from across a range of manufacturing businesses in various industrial sectors. Matthew has previously held senior roles in Autologic Holdings plc, Invensys plc, British Ceramic Tile Ltd and Thatchers Cider Company Ltd.

Franklin Berrebi

Non-Executive Director

Franklin joined the Company in July 2010 and brings a wealth of international experience in the consumer goods market having spent 33 years with L’Oréal, latterly as the Managing Director of L’Oréal Consumer Goods Europe. Since retiring from L’Oréal in 2004 Franklin has worked with AXA Private Equity (now Ardian) and Activa Capital, and sits on the Board of a number of companies. Franklin is a member of the Audit, Remuneration and Nomination Committees.

Roger McDowell

Non-Executive Director

Roger was reappointed to the Board in March 2012 having previously served as a Non-Executive Director from July 2011 to January 2012. Roger is an experienced director of over 30 years’ standing: he led the Oliver Ashworth Group through dramatic growth, main market listing and sale to St. Gobain, following which he was appointed to a number of non-executive roles, including chairmanships in both public and private equity backed businesses. He is currently Chairman of Avingtrans plc, and is Senior Non-Executive Director of Servelec Group plc and Tribal Group plc. He is also a Non-Executive Director of D4T4 Solutions plc and Proteome Sciences plc. Roger chairs the Remuneration Committee and is a member of the Audit and Nomination Committees.

Edward Beale

Non-Executive Director

Edward joined the Company as a Non-Executive Director on 1 July 2014. Mr Beale is a Chartered Accountant and is the Finance Director of Marshall Monteagle plc. He is a member, previously chairman, of the Corporate Governance Committee of the Quoted Companies Alliance. He was a member of the Accounting Standards Board of the Financial Reporting Council for six years to 31st August 2013. He is a non-executive director of London Finance & Investment Group P.L.C., Western Selection P.L.C., Heartstone Inns Limited, and some of their subsidiary and associated companies. Edward chairs the Audit Committee and is a member of the Remuneration Committee.