The Board recognises the value of good corporate governance as the basis for promoting the long-term growth and sustainability of the business. Governance arrangements are reviewed on an ongoing basis to ensure they are fit for purpose, and the Board considers that the Quoted Companies Alliance Corporate Governance Code 2023 (the “Code”) provides the most appropriate framework for governance for the Company’s size and complexity.

Velocity Composites plc applies ten principles of the Code as follows:

1. Establish a purpose, strategy and business model which promotes long-term value for the shareholders

Our strategy is to be the leading supplier of composite material kits to the aerospace industry, reducing costs and improving sustainability.

Velocity manufactures advanced composite material kits for use in the production of carbon fibre composite parts for aerospace and potentially other high-performance manufacturers.

With the likelihood of increased governmental expenditure on defence programmes, Velocity has also targeted this subset of the industry. There has been a step-change in the use of carbon fibre in aircraft as manufacturers look to reduce aircraft weight and improve their efficiency to deliver greater sustainability. By using Velocity’s proprietary technology, manufacturers can also reduce costs and free up internal resources to focus on their core business. Velocity has significant potential for expansion, in the UK, EU and US.

The core focus continues to be in the aerospace industry, and the customer arrangements are almost exclusively based on long-term contracts, typically for a 3-to-5-year period.

2. Promote a culture that is based on ethical values and behaviours

Velocity Composites thrives on a culture built around six core values that guide every decision and interaction:

• Trust – Transparency and knowledge-sharing are essential for success.
• Teamwork – Strength lies in unity and collaboration.
• Passion – Work should inspire and drive innovation.
• Partnership – A ‘Customer First’ mindset ensures we exceed expectations.
• Agility – Adapt quickly to change with confidence.
• Efficiency – Eliminate waste and streamline processes.

These values are communicated regularly to staff through internal communications and forums, and to prospective employees during recruitment. The Board believes this culture is a competitive advantage and consistent with fulfilling the Group’s mission.

3. Seek to understand and meet shareholder needs and expectations

Velocity engages in regular dialogue with shareholders through:

• Interim and Annual Reports
• Trading updates via Regulatory News Service
• Investor Relations programme
• Website: https://www.velocity-composites.com/investors

The Board offers meetings with institutional and major private investors at least twice a year following results announcements. Presentations are also published on the Company’s website. The AGM provides an additional opportunity for engagement.

4. Take into account wider stakeholder interests, including social and environmental responsibilities

Velocity maintains strong relationships with:

• Customers – Regular engagement through technical support and development teams.
• Suppliers – Active management and feedback processes.
• Employees – Equal opportunity employer; annual engagement survey.
• Industry Bodies – Member of NWAA and NADCAP.
• Community – Apprenticeships, T-Levels, work experience, and local employment initiatives.

5. Embed effective risk management, internal controls and assurance activities

The Board ensures a robust system of internal control, overseen by the Audit and Risk Committee, which:

• Reviews and updates the risk register.
• Detects emerging risks.
• Monitors mitigation measures.

Annual business planning and monthly SIOP meetings align resources with strategy. Actual and forecast results are reviewed monthly.

6. Establish and maintain the Board as a well-functioning, balanced team led by the Chair

Current Board members:

• Andy Beaden – Non-Executive Chairman
• Jon Bridges – CEO
• Rob Smith – CFO
• Annette Rothwell – Non-Executive Director
• David Bailey – Non-Executive Director

Committees:

• Audit and Risk Committee
• Remuneration Committee
• Nomination Committee

The Board meets monthly with a structured agenda and receives timely information.

7. Maintain appropriate governance structures and ensure directors have up-to-date skills

The Board has a formal schedule of matters reserved for decision, including:

• Strategy
• Financial reporting
• Risk management
• Major expenditure
• Acquisitions/disposals

Directors undertake annual training and receive briefings on AIM rules and MAR. External advice is sought when necessary.

8. Evaluate board performance based on clear objectives

An annual evaluation process is conducted via questionnaires and feedback, with actions agreed and monitored.

9. Establish a remuneration policy supportive of long-term value creation

The Directors’ remuneration policy is detailed in the Annual Report and aligns with long-term value creation and company culture.

10. Communicate governance and performance to stakeholders

The Board maintains strong communication with:

• Shareholders – Presentations, AGM, reports, and website updates.
• Employees – Daily stand-ups, HR system, team meetings.
• Customers – Quarterly Business Reviews.
• Suppliers – Regular engagement overseen by the COO.

Last updated: 9 January 2026