World High Life are committed to maintaining high standards of corporate governance, and propose, so far as is practicable given the Company’s size and nature, to comply with the QCA Code.

The Audit Committee

The Audit Committee will determine the terms of engagement of the Company’s auditors and will determine, in consultation with the auditors, the scope of the audit. The Audit Committee will receive and review reports from management and the Company’s auditors relating to the interim and annual accounts and the accounting and internal control systems in use throughout the Company. The Audit Committee will have unrestricted access to the Company’s auditors.

The Audit Committee will, on Admission, comprise Kevin Ernst, Robert Payment and Charlie Lamb, with Kevin Ernst as chairman. The committee may change over time as the composition of the board changes.

The NEX Rules Compliance Committee

The NEX Rules Compliance Committee will ensure that procedures, resources and controls are in place to ensure that NEX Rules compliance by the Company is operating effectively at all times and that the executive directors are communicating effectively with the Company’s nominated adviser regarding the Company’s ongoing compliance with the NEX Rules and in relation to all announcements and notifications and potential transactions. Due to the size and nature of the Company the Board do not believe a remuneration committee is suitable, however, the Board will continue to assess the need for such a committee taking into account the principles of good governance.

The NEX Rules Compliance Committee will, on Admission, comprise Charlie Lamb and Kevin Ernst with Charlie Lamb as chairman. The composition of the committees may change over time as the composition of the board changes.

Share Dealing Code

World High Life has adopted a share dealing code for dealings in securities of the Company by the Directors and Persons Discharging Managerial Responsibility which is appropriate for a company whose shares are traded on the NEX Exchange Growth Market. This will constitute the Company’s share dealing policy for the purpose of compliance with UK Legislation including the Market Abuse Regulation and Rule 67 of the NEX Exchange Rules. It should be noted that the insider dealing legislation set out in the UK Criminal Justice Act 1993, as well as provisions relating to market abuse, will apply to the Company and dealings in Ordinary Shares.

Anti-bribery and corruption policy

World High Life has implemented an anti-bribery and corruption policy and also implemented appropriate procedures to ensure that the Board, employees and consultants comply with the UK Bribery Act 2010.