CORPORATE GOVERNANCE STATEMENT

The Board of Trafalgar Property Group Plc recognise the value of good corporate governance and has through the year ended 31 March 2018 implemented corporate governance procedures appropriate for the present size of the entity having given due regard to the Corporate Governance Code for Small and Mid-Size Quoted Companies issued by the Quoted Companies Alliance (“QCA”). In accordance with AIM Rule 26 as amended, the Company has decided to apply the QCA Corporate Governance Code (“QCA Code”) issued by the QCA in May 2018 and is publishing on its website details of the QCA Code, how the Company complies with the QCA Code and, where it departs from the QCA Code, an explanation of the reasons for doing so.

Board Structure

The Board consists of five Directors of which three are executive and two non-executive.

The Board meets as and when required and is satisfied that it is provided with information in an appropriate form and quality to enable it to discharge its duties. All Directors are required to retire by rotation with one third of the board seeking re-election each year.

Due to the current size of the Group, the duties that would normally be attributed to The Nomination Committee, have been undertaken by the board as a whole.

The board has undertaken a formal assessment of the auditor's independence and will continue to do so at least annually. This assessment includes:

• a review of non-audit services provided to the company and the related fees;
• a review of the auditor's own procedures for ensuring the independence of the audit firm and parties and staff involved in the audit, including regular rotation of the audit partner; and
• obtaining confirmation from the auditor that, in their professional judgement, they are independent.

Internal Controls

The Board is responsible for the Group's system of internal controls and for reviewing their effectiveness. The internal controls are designed to ensure the reliability of financial information for both internal and external purposes. The Directors are satisfied that the current controls are effective with regard to the size of the Group. Any internal control system can only provide reasonable, but not absolute assurance against material misstatement or loss. Given the size of the Group, the Board has assessed that there is currently no need for an internal audit function.