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Section 172 statement

The Directors are required by the Companies Act 2006 to act in the way they consider, in good faith, would be most likely to promote success of the Group for the benefit of its stakeholders as a whole and in doing so are required to have regard for the following:


• the likely long-term consequences of any decision;

• the interests of the Group’s employees;

• the need to foster the Group’s business relationships with suppliers, customers and others;

• the impact of the Group’s operations on the community and the environment;

• the desirability of the Group maintaining a reputation for high standards of business conduct; and the need to act fairly as between shareholders of the Group.


The Board meets monthly and discusses the long-term strategy of the business, as well as current and future performance trends. The Group considers that its major stakeholders are its employees, customers, lenders and shareholders.


When making decisions, the interests of these stakeholders are considered as part of the Board’s group discussions. Employees are key to this as a result of their share ownership within the structure.


During 2021, the Group formed an ESG Committee which is responsible for the monitoring, review and implementation of policies, procedures and initiatives across the ESG environment. The committee is chaired by the Chief Financial Officer and has representatives from HR, legal and IT.


The Committee meets fortnightly and has so far rolled out a number of new policies, as well as training programmes for all employees. There is a set of objectives in place for the next financial year; the Board receives regular reports on the KPIs and progress against key metrics.


The Strategic Report in the Carbon II Topco Limited annual accounts describes the Group’s activities, strategy and future prospects, including the considerations for long term decision making. A summary of these is in the table below.

The Group is committed to being a responsible employer and strives to create a working environment where its employees are actively engaged and can contribute to its success. During the period a People Director was recruited to put increased focus on the employee offering and how people are rewarded and developed.

The Group understands the value of maintaining and developing relationships with its customers and suppliers, to support its potential for future growth. Each division has a dedicated Account Management team which works closely with customers to ensure they are serviced to a high standard.


Within our supply chain, we use reputable firms for items such as computer hardware and software services, cleaning and maintenance consumables and services. The Group employs a collaborative approach and looks to build long term partnerships based on open terms of business and fair payment terms. When on-boarding new suppliers input from various teams including legal, HR and IT is required. As standard all supplier contracts are reviewed by the legal team who conduct due diligence on a supplier before they are signed off at Director level. This process is followed to ensure any potential risks can be identified before we enter into a contractual relationship with anyone in our supply chain. There is a robust framework in place to evaluate their performance annually.


The Board does not believe that the Group has a significant impact on the environments within which it operates. The Board recognises that the Group has a duty to be responsible and is conscious that its business processes minimise harm to the environment, and that it contributes as far as is practicable to the local communities in which it operates.


The Board recognises the importance of maintaining high standards of business conduct. The Group operates appropriate policies on business ethics and provides mechanisms for whistle blowing and complaints which all employees are aware of. These are maintained by the ESG Committee.

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