RGF published details of previously undisclosed consultancy payments made to ex-director Peter Salter and Totté between the 2014 and 2018 financial years.
Salter and Totté both left RGF last month, after the company posted a profits warning.
The payment details were the result of an investigation by the forensic accounting department of business advice firm Binder Dijker Otte (BDO).
£2.17M in consultancy payments
Totté received a total of £2.17M in consultancy payments over the past five years, while Salter received £221,000. See box below for a full breakdown.
Pat Ridgwell, who is still a director with the company, had payments of £55,000 and £18,000 in the 2017 and 2018 period respectively.
In a statement on the investigation, RGF said: “The scope of the examination of historic records was extended to cover any and all payments and transactions to directors in whatever capacity they acted.
“Certain of the transactions detailed were not notified as related party transactions pursuant to AIM [Alternative Investment Market] Rule 13, and the independent directors did not consult with the company’s nominated adviser at the time for the purposes of establishing whether the payments were ‘fair and reasonable’.
‘Did not consult with the company’
Under AIM rules, a company must issue notification without delay as soon as the terms of a transaction with a related party are agreed.
RGF said it would appoint external advisors to conduct a full review of the company’s corporate governance and financial reporting procedures. A further announcement will be made when this review is complete and if any changes needed to be implemented.
“The board is clear that the standards of corporate governance and reporting have historically been below those which investors might reasonably expect and is committed to rectifying this important aspect of operations and disclosure,” added RGF.
Meanwhile, last month, RGF cut its profit forecast to £1M for the year ending March 31 2017, half the value of what was expected at the beginning of the month.