The Directors are responsible for the overall management and control of the Company. The Directors will hold regular meetings with the Investment Adviser to review the operations of the Company. It is the Directors’ current intention to hold these meetings in Jersey quarterly.


Directors' Responsibilities Statement
The Directors are responsible for preparing the financial statements in accordance with applicable Jersey law and International Financial Reporting Standards ("IFRSs").

Jersey company law requires the Directors to prepare financial statements for each financial period which give a true and fair view of the state of affairs of the Company and of the Group and of the profit or loss and cash flows of the Group for that period. International Accounting Standard 1 requires that financial statements present fairly for each financial period the Group's financial position, financial performance and cash flows. This requires the faithful representations of the effects of transactions, other events and conditions in accordance with the definitions of and recognition criteria for assets, liabilities, income and expenses set out in the International Accounting Standards board's "Framework for the preparation and Presentation of Financial Statements". In virtually all circumstances, a fair presentation will be achieved by compliance with all applicable IFRSs.

Directors are also required to:                 
•    select suitable accounting policies and then apply them consistently;
•    present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
•    provide additional disclosures when compliance with the specific requirements in IFRSs is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance;
•    make judgements and estimates that are reasonable and prudent; and
•    prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Company will continue in business.

The Directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the Company and of the Group and enable them to ensure that the financial statements comply with the Companies (Jersey) Law 1991.  They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and any other irregularities.


Corporate Governance Statement
The Directors recognise the importance of sound corporate governance and intend, where practicable for a company of Taliesin’s size and stage of development, to comply with the Combined Code. The Directors have appointed an audit committee. The audit committee will have primary responsibility for monitoring the quality of internal control and ensuring that the financial performance of the Company is properly measured and reported on and for reviewing reports from the Company’s auditors relating to the Company’s accounting and internal controls.

The Board does not consider it necessary to establish remuneration or nomination committees as it has no executive directors.

The Directors will comply with rule 21 of the AIM Rules relating to dealings in the Company’s securities by the Directors and other applicable employees. To this end, the Company has adopted a code for directors’ dealings appropriate for a company whose shares are admitted to trading on AIM and will take all reasonable steps to ensure compliance by the Directors and any relevant employees. The form of this code is substantially the same as the model code contained in the Listing Rules of the UK Listing Authority.

For the purposes of assessing compliance with the Listed Fund guide, the Board considers all the Directors other than Mark Smith (who is a director of the Investment Adviser) as independent of the Investment Adviser and free from any business or other relationship that could materially interfere with the exercise of their independent judgement. However, as Nigel Le Quesne, Philip Burgin and Stephen Burnett are all shareholders in JTC Group Limited of which JTC Management Limited, JTC Trustees Limited and JTC Fund Services Limited are wholly owned subsidiaries, they cannot be considered wholly independent.


Nigel Le Quesne (Chairman)  age 47
Nigel Le Quesne is group managing director of the Jersey Trust Company Group of companies (the “JTC Group”) having joined in 1991 from Price Waterhouse. He was admitted as an associate in 1989 and a fellow in 1999 of the Institute of Chartered Secretaries and Administrators and is a fellow of the Chartered Management Institute. He is also a member of the Society of Trust and Estate Practitioners, the Jersey Taxation Society and the Institute of Directors. Mr. Le Quesne has a number of directorships of both publicly quoted and private companies and, in particular, has extensive property experience including his roles as a director of Watermark Holdings Limited, a privately owned Jersey company with significant real estate assets in the UK and Germany, and as a member of the supervisory board of IMW Immobilien AG, a publicly quoted multi faceted property holding company with substantial property holdings primarily in the Berlin area. Mr. Le Quesne was appointed a Director on 17 November 2005 and has served as a Director since that date.

Stephen Burnett  age 48
Stephen Burnett is group finance director of the JTC Group having joined in 1997 after initially training with BDO. He was admitted as an associate of the Association of Chartered Certified Accountants in 1995 and as a fellow in 2000. He sits on the board of directors of a large number of public and private companies including property companies and funds, and is currently a member of the risk committee of a publicly quoted structured finance company. Mr. Burnett was appointed a Director on 17 November 2005 and has served since that date.

Philip Burgin  age 39
Philip Burgin is a group director of the JTC Group having joined in 1995 from Morgan Stanley. He was admitted as an associate in 1999 and as a fellow in 2004 of the Institute of Chartered Secretaries and Administrators and holds a postgraduate diploma in Management Studies. Mr. Burgin is a member of the Institute of Chartered Secretaries and Administrators, Chartered Management Institute, the Society of Trust and Estate Practitioners and a Fellow of the Royal Society of Arts. He has extensive experience in property, including the launch of a Jersey based Mayfair Real Estate Fund. Mr. Burgin was appointed a Director on 17 November 2005 and has served since that date.

Mark Smith  age 41
Mark Smith has almost 20 years’ experience in the investment sector, including periods in both investment management and investment banking. In the early 1990s he was a managing director in the international equities group at Bear Stearns International Limited, specialising in developing markets, and was responsible for institutional sales and research in addition to private equity origination in the UK. More recently he held the same position at ING Group and had various responsibilities including the management of European equity sales and oversight of the company’s hedge fund business. Mr. Smith also has experience in asset management, having worked at Worldinvest Limited where he shared responsibility for managing large institutional equity funds prior to co-founding and managing an emerging market equity hedge fund at Newman, Ragazzi and Company in 1999. Mr. Smith was appointed a Director on 17 November 2005 and has served since that date.

Nicholas Mark Houslop  age 60
Mark Houslop has over 30 years experience in the property investment market. He joined DTZ in 1973 and was appointed a director when it publicly listed in 1987. His experience has extended from the UK and European markets to the USA where he set up and ran DTZ’s New York office for five years, advising on major transactions in New York, Los Angeles,Washington DC, and Denver. In the UK he has advised on Central London properties including the Lloyds of London head quarters, the Berkeley Square Estate, and the Plaza shopping centre on Oxford Street. He sits on the supervisory board of the German publicity listed residential/commercial property company Immobilien AG and is a fellow of the Royal Institution of Chartered Surveyors. Mr. Houslop was appointed a Director on 30 June 2007 and has served since that date.

Committees of the Board
The Directors recognise the importance of sound corporate governance and intend, where practicable for a company of Taliesin’s size and stage of development, to comply with the Combined Code. The Directors have appointed an audit committee comprising Stephen Burnett and Philip Burgin. The audit committee will have primary responsibility for monitoring the quality of internal control and ensuring that the financial performance of the Company is properly measured and reported on and for reviewing reports from the Company’s auditors relating to the Company’s accounting and internal controls.