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Board / Senior management
Will David - Non-Executive Chairman
Will has more than 20 years’ experience working in corporate advisory and broking roles for small and mid cap companies. During his professional career he has worked on over 20 flotations for clients across a range of sectors. His experience also includes acquisitions and disposals, public takeovers and secondary fundraisings and provision of advice on corporate governance matters. Will is a Non-Executive of Cello plc and Chairman of its Audit Committeen and has worked at Investec Henderson Crosthwaite, PricewaterhouseCoopers, Hoare Govett & Co and The London Stock Exchange
Ian Davidson - Non-Executive Director
Ian has 40 years experience in the electronic components industry. He has led start-up and turnaround situations as well as running a number of substantial distribution businesses for Diploma PLC, Lex Electronics and most recently the Adtron group of companies. During his career he has worked with the most technically advanced products, been involved with companies such as Intel, NEC and Motorola and recognised the importance of differentiation and focus for business success.
Corporate Governance
The Company’s shares are listed on the Alternative Investment Market (AIM). As an AIM-listed company, the Company is not required to follow the provisions of the Combined Code as set out in the Financial Services Authority Listing Rules. Nevertheless, the Board is committed to high standards of corporate governance throughout the Group. The Board is accountable to the Company’s share holders for good governance and this statement describes which principles of good corporate governance have been applied by the Company.
The Board of Directors
The activities of the Group are ultimately controlled by the Board of Directors. All directors are subject to retirement and re-election by rotation.
The Group has a formal policy setting out the matters that require approval of the Board. This covers the major areas of decision-making in all aspects of the Group’s affairs.
The Board consists of four executive directors and one non-executive director and their respective responsibilities are itemised below.
Directors Responsibilities
The Chairman leads the Board in determining the Group`s strategy and ensuring that its objectives are met. The Chief Executive Officer is responsible for the day to day operations of the Group and is accountable to the Board for the Group`s financial and operational performance. The Finance Director is responsible for the financial management of the Group and for reporting to the Board on the Group`s financial performance and the state of its financial affairs. The Operations Director is responsible for managing the IT, logistics and supply chain infrastructure of the Group and for reporting to the Board on the Group’s operational performance. The Sales & Marketing Director is responsible for implementing and managing the sales and marketing strategy of the Group and for reporting to the Board on the Group’s sales and marketing performance. The Non-executive director represents a strong independent influence and his views carry considerable weight in the decision-making process of the Board and its Committees.
Committees of the Board
The Audit Committee meets at least twice a year and considers the appointment of the external auditors as well as discussing with them the findings of the audit and any management letters arising from it. The Committee is also responsible for monitoring compliance with accounting and legal requirements and for reviewing the interim and annual reports before publications. The Audit Committee consists of Will David, in the chair, and Mark Robinson.
The Remuneration Committee operates under the chairmanship of Will David and is responsible for setting the remuneration of directors and senior management, as well as reviewing the remuneration policy throughout the Group.
Owing to the small size of the Group’s Board, it is not considered necessary to have a formal Nomination Committee for the purpose of making recommendations regarding senior Board appointments.