Corporate Governance
Soho Social Housing REIT Plc
The Board is responsible for leading and controlling the Group and has oversight over the management and conduct of the Group’s business, strategy and development. The Board determine the Group’s Investment Objective and Investment Policy and has overall responsibility for the Group’s activities, including a review of investment activity and performance.
The Board is also responsible for the control and supervision of the AIFM and the Investment Manager and compliance with the principles and recommendations of the AIC Code. The Board ensures the maintenance of a sound system of internal controls and risk management (including financial, operational and compliance controls) and reviews the overall effectiveness of systems in place. They are responsible for approval of any changes to the capital, corporate and/or management structure of the Group.
The Board’s main focus is the sustainable long-term success of the Group to deliver value for shareholders. The Board does not routinely involve itself in day-to-day business decisions but there is a formal schedule of matters that requires the Board’s specific approval, as well as those which can be delegated to the Board committees, the AIFM or the Investment Manager. The Board retains responsibility for all such delegated matters.
The AIFM is responsible for portfolio management and risk management of the Group pursuant to AIFMD. The AIFM has delegated the portfolio management of the Group to the Investment Manager. The Investment Manager also provides certain property management services to the Group, including the preparation of budgets for the properties and co-ordinating with third parties providing services to the Group.
The Board of Soho Social Housing REIT plc has considered the Principles and Provisions of the AIC Code of Corporate Governance (AIC Code). The AIC Code addresses the Principles and Provisions set out in the UK Corporate Governance Code (the UK Code), as well as setting out additional Provisions on issues that are of specific relevance to Soho Social Housing REIT plc.
The Board considers that reporting against the Principles and Provisions of the AIC Code, which has been endorsed by the Financial Reporting Council, provides more relevant information to shareholders.
The Company has complied with the Principles and Provisions of the AIC Code. The AIC Code is available on the AIC website (www.theaic.co.uk). It includes an explanation of how the AIC Code adapts the Principles and Provisions set out in the UK Code to make them relevant for investment companies.
The Board has established a management engagement committee, an audit committee, a nomination committee and a sustainability & impact committee. Given that the Company has no executive Directors or other employees; the Board does not consider it necessary to establish a separate remuneration committee.
The functions of each of the committees are described in their respective Terms of Reference.
Our key dates during the financial year are shown below.
Shareholders wishing to submit a Form TR1 to the Company should send them to the following email address: SOHO.cosec@jtcgroup.com
Shareholders who have their shares registered in their own name, not through a Share Savings Scheme or ISA, can contact the registrars with any queries on their holding.
Computershare Investor Services plc
The Pavilions Bridgwater,
Road Bristol,
BS99 6ZZ,
United Kingdom
Shareholder helpline: +44 (0)370 702 0000
Fax: +44 (0)370 703 6101
In correspondence you should refer to Soho Social Housing REIT plc, stating clearly the registered name and address and if available your Shareholder ID. The registrars can help you to check your holding; record a change of address or name; record the death of a holder or resolve general enquiries about your holding.
The Company Secretary can be contacted at the Registered Office.
The Scalpel, 18th Floor, 52 Lime Street, London, EC3M 7AF
Registered Name Soho Social Housing REIT plc
Registered Number Registered in England and Wales No. 10814022
The Company is an ‘alternative investment fund’ (“AIF”) for the purposes of the EU Alternative Investment Fund Managers Directive.
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