Description of the Business

The Principal activity of the Group is the operation, both directly and through franchising, of speciality espresso and deli bars principally located in the United Kingdom.

Last updated 20th November 2008

Registered Name

Coffee Republic PLC

Head Office Address

109-123 Clifton Street, London EC2A 4LD

Registered Number

SC125098

Place of Registration

Scotland

Address of Registered Office

50 Lothian Road, Festival Square, Edinburgh EH3 9WJ

Legal Form of Company

PLC

VAT No.

707 3689 15

Last updated 20th November 2008

Peter Breach (Chairman & CEO)

Peter (aged 66) joined the group in October 2006. He qualified as a chartered accountant with Coopers and Lybrand and subsequently joined Hoare & Co Govett and then County Bank. After ten years in the City, Peter went to Toronto as President and CEO of Major Holdings, a listed real estate company. He returned to Britain as MD of a chemical processing company and subsequently as Chairman and MD of a quoted precious metal manufacturing and distribution group. For sixteen years he was a director of Bristol & West Building Society; six as Finance and Treasury Director. In addition to his Chairmanship of Coffee Republic PLC he also runs a group of property and investment companies including Hawksworth Securities Plc and Surthurst Limited.

Steven Bartlett (Vice Chairman)

Steven (aged 43) joined the company as Chief Executive Officer in October 2006. He started his career with Marks & Spencer as a Food Manager. He then founded an Estate Agent, Just Flats, and since then has turned his attention to the leisure industry building a group of catering outlets and licensed premises which include franchised convenience stores and other food retail franchises.

Nicholas Jeffrey (Non Executive Director)

Nicholas (aged 66) continued as the Non-executive Director having been appointed in February 1998. He is also Chairman of the furniture retail chain Cantors plc before its merger with Harveys Furnishings plc. After Harveys was sold to Homestyle Furnishing plc, Nicholas retired as a Non-executive Director. He is also a Non-executive Director of FMG plc, Templeton Insurance Ltd and Equable Properties Plc. Nicholas contributes valuable knowledge of the retailing industry.

James Muirhead (Financial Director)

James Cameron Muirhead, aged 37, qualified as a Chartered Accountant with PricewaterhouseCoopers in 1998 and has worked with a number of high growth multi-site, leisure businesses including Novus Leisure ltd (the operator of the Tiger Tiger nightclub brand) and Esporta Plc (Health Club operator).

Last updated 20th November 2008

The Board and its Directors

The Board is responsible to the shareholders of the Company and meets regularly to discuss and decide on issues of strategy, performance and control. There is a schedule of matters specifically reserved to the Board for decision, including funding, acquisitions and disposals of entities and properties. Management supplies information required by the Board on issues regarding the Company on a regular basis.

All Directors have access to the Company Secretary who is responsible for ensuring that Board procedures and applicable rules and regulations are observed. The Board has established a procedure whereby Directors wishing to do so in the furtherance of their duties may take independent professional advice at the Company's expense. In accordance with the Company's Articles of Association, all Directors are required to retire by rotation but can offer themselves for re-election.

Board Committees

The board has delegated authority to a number of Committees to deal with matters in accordance with written terms of reference. Each committee Chairman provides a report of any meeting of the committee to the next Board Meeting, and the Chairman of the Committees are present at the Annual General Meeting to answer questions from shareholders.

There is one Non-executive Director, Nicholas Jeffrey, who acts as the Chairman of all the committees and reports on any meeting of Committees.

Audit Committee

The Audit Committee comprises of Nicholas Jeffrey (Chairman) and Peter Breach. The Executive Directors and representatives from the Company's auditors are present at Committee meetings. The Committee meets as required to examine and consider matters relating to the affairs of the Group, including the examination of the Company's Annual and Interim Accounts, and review of internal financial controls procedures, as well as compliance with generally accepted accounting principles. In addition, the committee considers the fees and objectivity of the Company's auditors.

Remuneration Committee

The Remuneration Committee comprises of Nicholas Jeffrey (Chairman) and Peter Breach. It examines and considers matters relating to the remuneration of Executive Directors and their terms and conditions of service at least once a year.

Last updated 20th November 2008

Articles of Association

Certificates of Incorporation, Re-registration and Change of Name

Admission Document and Circulars

AIM Listing - Regulatory News Service Announcements

Last updated 20th November 2008

Shares: 12,670,890 issued ordinary shares
Percentage of shares that are not in public hands, insofar as the company is aware: 31.91%

Significant Shareholders - Coffee Republic plc

The Company had been notified of, or was otherwise aware of, the following interests of 3% or more of the issued share capital as at 28 February 2009:

Last updated 30th March 2009

Auditors

BDO Stoy Hayward LLP
8 Baker Street, London W1U 3LL

Solicitors

Osborne Clarke
2 Temple Back East, Temple Quay, Bristol Quay, Bristol BS1 6EG

Stockbroker & Nominated Advisor

FinnCap
4 Coleman Street, London EC2R 5TA

Bankers

Barclays Bank Plc
1 Churchhill Place, Canary Wharf, London E14 5HP

Registrar

Capita Registrars
The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU

Last updated 19th May 2009