Directors and Responsibilities

Oak Holdings plc Board of Directors:

Malcolm Savage | Steve Lewis | Michael Hill
Graham Axford | Peter Collins

Malcolm Savage FRICS - Chairman

Over 35 years' experience of property development and investment. 1979 – 2000 worked for and became Chief Executive of St. Martins Property Corporation, a multi-national property company owned by the State of Kuwait. Major projects undertaken included London Bridge City, Windmill Business Park Swindon, Rialto Towers Melbourne and Tour Manhattan in Paris. Malcolm is past President of the European Property Federation.

Responsible, as Chairman, for agreeing the strategy of the Group, member of the Audit Committee and Chairman of Remuneration Committee.

Stephen Lewis FRICS DipProjMan (RICS) - Chief Executive

One of the youngest Fellows of the RICS ever elected. 30 years' experience of major development and investment projects for blue chip companies. 10 years at St. Martins Property Corporation. Part of the team on the London Bridge City extra scheme. Also employed by the Grosvenor Estate, Heron International, Estates & General plc and Planet Hollywood (Europe) Limited. Major projects undertaken include Castle Mall (Norwich), Cribb's Causeway (Bristol), the UK headquarters for AIB (Uxbridge), Sound Republic (London and New York) and establishing the Heron City Concept in Europe.

Responsible for directing and implementing the Group's strategy and particularly that relating to the YES! Project.

Michael Hill - FCA Finance Director

Professionally qualified having gained wide experience over various sectors, bringing a wealth of corporate and financial experience to the Board. Accustomed to change and fully conversant with business re-engineering and M&A activity. Worked for Crittall Holdings Ltd for over 20 years and before this for eight years in a professional accountancy role.

Responsible for the finance and secretarial functions.

Graham Axford - BCom FSI FInstD Non-Executive Director

Worked for 20 years for James Capel & Co rising to become an Equity Partner and the Managing Director of their Corporate Finance Department. Instrumental in creating, inter alia, the first redeemable stepped interest debentures, drop-lock loans for many local authorities & corporates including British Land Plc, Citicorp & Societe Generale de Banque, the first cocktail of bonds including the first zero coupon bond in the UK for North Housing, the Housing Finance Corporation, the first centralised mortgage provider (now Paragon Group of Companies Plc), and raised the original venture capital funding for a large number of companies including Satellite T.V, which became BSkyB. Subsequently a consultant to James Capel, consultant to Bank of Ireland Corporate Finance, then Head of UK Corporate Finance at Credit Lyonnais Laing between 1992 and 1997. Now provides confidential strategic advice to a number of clients at Corporate Finance Partners Limited and recently acted successfully as "company doctor" of Parallel Media Group Plc, an AIM-quoted company.

Acts as a Non-Executive Director, with particular interest in corporate finance matters and Chairman of Audit Committee.

Peter Collins - Non-Executive Director

Worked on corporate insurance programmes for blue chip organisations including IBM, Michelin Tyre and Hays plc. Handled the insurance and risk management requirements of Hays plc for 20 years while developing external business. Peter has worked on project policies including those for London Bridge City and Castle Mall Norwich.

Acts as a Non-Executive Director, with particular interest in insurance matters, member of Audit and Remuneration Committee.

Details of Committees of the Board of Directors and their Responsibilities:

The Board meets on a formal basis usually once per month. At those meetings a detailed report from the Finance Director is presented and discussed. The Chief Executive also presents a monthly report on the progress of group operations and in particular the YES! Project. The Board considers risk and strategy at each meeting.

An Audit Committee Meeting is established and comprises Graham Axford (Chairman), Peter Collins and Malcolm Savage. The Committee meets with the auditors, considers the results and the audit process, and satisfies itself as to the auditor’s independence.

The Company has a Remuneration Committee, which comprises Peter Collins and Malcolm Savage as Chair, but the Board presently sees no value to the shareholders by the inclusion of a formal report of the Remuneration Committee in its annual Report and Accounts.

Statement Of Directors' Responsibilities:

Company law requires the directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that year. In preparing those financial statements, the directors are required to:
Select suitable accounting policies and then apply them consistently;

• Make judgments and estimates that are reasonable and prudent;
• State whether any applicable accounting standards have been followed subject to any departures disclosed and explained in the financial statements;
• Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company and the Group will continue in business.

The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 1985 and 2007. They are also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

All Directors have service contracts, none of which has a duration of longer than 12 months.