Zenova Group Plc Investor Centre
Zenova Group has a fully developed suite of fire prevention and thermal management solutions which are ready for sale through a growing global network of sales agents and distributors.
Zenova Group PLC is a UK company which listed on the London Stock Exchange in July 2021.
Zenova has a range fire safety and temperature management products which are independently certified and tested and have unique characteristics which are revolutionizing and setting the standard in their respective markets.
Zenova’s products are considered ‘best in class’ and utilize ground-breaking technology. They are specifically designed to be retrofittable, meaning they minimize disruption for end users, are simple to use and cost effective. They are also environmentally friendly, and their use helps reduce the carbon footprint
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Corporate Governance
Company Overview
The information below is disclosed in accordance with AIM Rule 26, and was updated on 16/07/2024.
The Company: Zenova Group Plc
Registered Office:172 Arlington Road, London, England, NW1 7HL
Company Number: 13403221
Country of Incorporation: The Company was incorporated and registered in England and Wales on 17 May 2021 as a private limited company under the name of Zenova Group Limited. The Company changed its name to Zenova Group Plc on 15 June 2021.
Country of Operation: The Company operates in the UK.
UK City Code on Takeovers and Mergers: The UK City Code and Takeovers and Mergers applies to the Company.
The Company is the holding company of the Group. The Company's principal subsidiaries are:
Description of Business
The genesis of Zenova Group Plc (the “Company”) was founded in January 2020, bringing cutting edge innovation to the world of fire safety and insulation. Aimed at revolutionizing a sector stagnant for over fifty years, the technical team devised the initial concepts for Zenova's innovative product line, starting with Zenova FP fire paint and Zenova FX fire extinguishing fluid. These products, characterized by their effectiveness, ease of use, eco-friendliness, and non-toxicity, laid the foundation for the Zenova brand.
The first two ground-breaking fire protection products caught the attention of Dr Etrur Albani. Realising the far-reaching benefits of the innovation behind the Zenova products, he joined the company and helped it to expand into the insulation space, leading to the development of the insulating paint and render, Zenova IP and Zenova IR.
The growing need for the Zenova products in the fire protection and insulation industry was immediately apparent. With the ever-increasing scrutiny facing the fire prevention sector, certification was crucial to meet this interest from the highly regulated world of building safety and so in December 2020, Zenova began the process of gaining global certification for its products via independent accredited lab testing.
Zenova has grown into a company with the latest technology available in fire safety and thermal insulation, offering products that save on many levels – life, property, & energy.
Stock Information
Share Information (last updated 07/06/2024)
AIM Symbol: ZED
Index Market: AIM.
The Company is not listed on any other exchanges or trading platforms.
ISIN Number: GB00BNVVH568
Number of AIM Securities in Issue: 140,225,973
Percentage of shares not in public ownership: 25.99%
Substantial and Significant Shareholders
There are no restrictions on the transfer of securities.
Reports & Documents
Constitutional Documents
- Memorandum & Articles of Association
- Certificate of Incorporation
- Certificate of Incorporation on Re-registration of a Private Company as a Public Company
Admission Document
Annual and Interim Reports
- Zenova Group PLC – Annual Report and Financial Statements 2023
- Zenova Group PLC – Interim Report 2023
- Zenova Group PLC – Annual Report and Financial Statements 2022
- Zenova Group PLC – Interim Report 2022
- Zenova Group PLC – Annual Report and Financial Statements 2021
Shareholder Circulars
- Zenova Group PLC AGM Notice 2023
- Zenova Group PLC – Form of Proxy AGM 2022
- Zenova Group PLC AGM Notice 2022
Corporate Governance
The information below is disclosed in accordance with AIM Rule 26, and was updated on 16/07/2024.
Corporate Governance
The Board is accountable to the Company’s shareholders for good corporate governance and it is the objective of the Board to attain a high standard of corporate governance. The Board has adopted the Quoted Companies Alliance Corporate Governance Code (QCA Code) and the Corporate Governance Statement sets out how the Group complies with the 10 Principles of the QCA Code. The QCA Code can be found here.
Share Dealing Code
The Company has adopted, with effect from Admission, a share dealing code for the Directors and certain employees, which is appropriate for a company whose shares are admitted to trading on AIM (particularly relating to dealing during close periods in accordance with Rule 21 of the AIM Rules for Companies). The Company will take all reasonable steps to ensure compliance by the Directors and any relevant employees with the terms of that share dealing code.
Anti-bribery and Corruption Policy
One of Zenova Group Plc's (the “Company”) core values is to uphold responsible and fair business practices. The Company is committed to promoting and maintaining the highest level of ethical standards in relation to all of its business activities. The Company’s reputation for maintaining lawful business practices is of paramount importance and this Policy is designed to preserve these values. Zenova Group Plc therefore has a zero-tolerance policy towards bribery and corruption and is committed to acting fairly and with integrity in all of its business dealings and relationships and implementing and enforcing effective systems to counter bribery.
The Anti-bribery and Corruption Policy can be found here.
The Audit and Risk Committee
The Audit and Risk Committee is chaired by Alain Gottesman and its other members are Fiona Rodford and Etrur Albani, the majority of whom are independent non-executive directors. The Audit and Risk committee is expected to meet formally at least two times a year and otherwise as required. It will have the responsibility for ensuring that the financial performance of the Company is properly reported on and reviewed and its role includes monitoring the integrity of the financial statements of the Company (including annual and interim accounts and results announcements), reviewing internal control and risk management systems, reviewing any changes to accounting policies, reviewing and monitoring the extent of the non-audit services undertaken by external auditors and advising on the appointment of external auditors. The Audit and Risk Committee shall have unrestricted access to the Company’s auditors.
The Terms of Reference of the Audit and Risk Committee can be found here.
The Remuneration Committee
The Remuneration committee is chaired by Etrur Albani and its other members are Fiona Rodford and Alain Gottesman, the majority of whom are independent non-executive directors. The CEO and Finance Director will attend committee meetings as observers. The remuneration committee is expected to meet not less than once a year and at such other times as required. It has responsibility for determining, within the agreed terms of reference, the Company’s policy on the remuneration packages of the Company’s chief executive, Chairman, and the executive directors, the company secretary, senior managers and such other members of the executive management as it is designated to consider. The remuneration committee also has responsibility for determining (within the terms of the Company’s policy and in consultation with the Chairman of the Board and/or the chief executive officer) the total individual remuneration package for each executive director, the company secretary and other designated senior executives (including bonuses, incentive payments and share options or other share awards). The remuneration of non-executive directors will be a matter for the Chairman and executive directors of the Board. No director or manager will be allowed to partake in any discussions as to their own remuneration. In addition, the remuneration committee has responsibility for reviewing the structure, size and composition (including the skills, knowledge and experience) of the Board and giving full consideration to succession planning. It also has responsibility for recommending new appointments to the Board.
The Terms of Reference of the Remuneration Committee can be found here.
The Nomination Committee
The Nomination Committee is comprised of Etrur Albani and Alain Gottesman, with Fiona Rodford as chair of the committee. The Nomination Committee’s main functions in relation to nominations include, among other things, giving consideration to succession planning for Board members; identifying and nominating for the approval of the Board, candidates to fill Board vacancies as and when they arise; evaluating the balance of skills, knowledge and experience on the Board; regularly reviewing the structure, size and composition (including the skills, knowledge and experience) of the Board and making recommendations to the Board with regard to changes; reviewing the leadership needs of the Group, both executive and non-executive, with a view to ensuring the continued ability of the Group to compete effectively in the marketplace; and making recommendations to the Board about the re-appointment of any Non-Executive Director at the conclusion of their specified term of office or retiring.
The Terms of Reference of the Nomination Committee can be found here.
Advisors & Secretary
Nominated Adviser
SPARK Advisory Partners Limited
5 St. John's Lane, London EC1M 4BH
Broker
Peterhouse Capital
80 Cheapside, London EC2V 6DZ
Legal Advisers
Rosenblatt Limited
9-13 St Andrew Street, London EC4A 3AF
Reporting Accountant and Auditors
Gravita II LLP
Aldgate Tower, 2 Leman Street, London EC1 8FA
Registrar
Neville Registrars Limited
Neville House, Steelpark Road, Halesowen B62 8HD
Company Secretary
Orana Corporate LLP
Eccleston Yards, 25 Eccleston Place, London SW1W 9NF