Section 172(1) Statement

Section 172(1) Statement (“Statement”) for Azzuria Resources Limited (“the Company”)
As required by the Companies (Miscellaneous Reporting) Regulations 2018 the Company here with publishes its Statement

Statement: Section 172 of the Companies Act 2006 requires a director of a company to act in the way he or she considers in good faith would most likely promote the success of the company for the benefit of its members as a whole and in doing so has regard to the:
• Likely consequences of any decisions in the long-term;
• Interests of the Company’s employees;
• Need to foster the Company’s business relationships with suppliers, customers and others;
• Impact of the Company’s operations on the community and environment;
• Desirability of the Company maintaining a reputation for high standards of business conduct; and
• Need to act fairly as between members of the Company.

In discharging section 172 duties the Board of Directors (‘the Board’ or ‘the Directors’) consider the factors set out above as well as other factors which they consider relevant to the decision being made, for example, the interests and views of regulators. The Directors seek to ensure that their decision-making process not only takes into account the Company’s purpose, vision and values, together with its strategic priorities, but also reflects, as far as practical and possible, the interests of all stakeholders.
This statement sets out how the Board has discharged its duties required under Section 172 of the Companies Act 2006 during 2022.
The Company’s culture and values are based on its 4Cs ways of working: serving and investing in Colleagues, Customers, Community, for the benefit of the Company. The Directors use the 4Cs to identify the Company’s key stakeholders and as a clear, consistent and balanced approach to measuring the Company’s performance and success from the perspective of all of its key stakeholders.

The Board delegates authority for day-to-day management of the Company to executives and engages management in setting, approving and overseeing execution of the business strategy and related policies. The Directors review and approve key health and safety, financial and operational performance, legal and regulatory compliance, and other key risks at Board or Board Committee meetings. The Directors also review other areas over the course of the financial year including the Company’s business strategy, colleague engagement, corporate responsibility, and governance matters. Papers presented to the Board and its Committees, supported by relevant presentations by management, are prepared in a manner which enables the Board to review the impact of its decisions on the business and all key stakeholders where relevant and appropriate.

Although not an exhaustive list, below are some practical examples of how the Directors have discharged their duties in 2022.

Three Year Plan: The Board reviews and approves the Company’s Three Year Plan annually, which includes its strategy, commercial and operational performance projections, capital and cash management plans, and the sensitivities and assumptions applied. As part of the review and subsequent approval of the Three Year Plan, the Board considered the 4Cs context and the implications for all stakeholders over the short and medium term, including colleagues and their welfare, supply partners, customer outcomes, and the wider community. During the year the Board received reports on business performance in context of the Three Year Plan reflecting commercial and operational matters; strategic initiatives and investment; Environment, Social, and Governance strategy; colleague welfare and engagement; diversity and inclusion; and internal control, risk management, and compliance matters.