Laurence Vaughan began his career with PricewaterhouseCoopers in audit and consulting before joining a client as its Financial Director. In 1993 he joined Sytner Group Ltd as CEO and later as Sytner's non-Executive Chairman. Sytner reported revenue of over £3.5 billion 2014.
In 2006 Laurence was appointed Chairman of Civica plc which he helped float on AIM. He is also Chairman of Catapult Venture Managers Limited and r2c Online Holdings Limited, a Catapult portfolio company. Laurence was Executive Chairman of Anglian Home Improvements Limited from September 2013 to April 2015. Laurence holds a BA from Durham University and is a chartered accountant.
He is currently Chairman of Catapult Venture Managers Limited and founding partner of Opus Ventures LLP, a private equity business which he established in 2003.
Following an early career in product management and sales at Burroughs and Group Bull, David enjoyed a 22-year career with Northgate Information Solutions, a FTSE 250 company. He was a member of the PLC Board from 2004 through to the sale of the business to KKR, the US Private Equity firm in December 2007.
He was CEO of Northgate Public Services for 12 years and led the business through the successful sale to Cinven in 2014. David has substantial experience of working with the UK Public Sector and during his tenure with Northgate Public Services, grew the business four fold to become a leading provider to Local Government, Police, Healthcare and Central Government agencies. David has significant experience of business transformation, software development, outsourcing and M&A, successfully integrating nine acquisitions during his time at the helm.
He has a degree in Business Studies from the University of Huddersfield.
Richard Kellett-Clarke brings to the Board over 25 years of management experience in the turn round and strategic repositioning and recovery of creative businesses in CMCG, media, electronics and software industries. He was a founder of AFX NEWS ltd, now part of Thomson Reuters, and Sealed Media, owned by Oracle. He has held numerous CFO roles in subsidiaries of large PLCs as well as the role of IT Director at Financial Times Information. He was part of the team as CFO which brought Pickwick Group PLC to the main market and Brady Plc to AIM.
He joined Idox first as CFO, then was appointed MD of the software division, followed by COO in 2007. He was appointed CEO in November 2007. He transitioned from the role of CEO to Non-Executive Director in November 2016.
Jeremy provides corporate finance advice to companies primarily in the Technology sector. Prior to this, he spent five years at Rothschild, based in their London office, advising clients on all aspects of corporate finance, including a number of major cross-border transactions encompassing Europe, North America and the Middle East. Between 2001 and 2007, Jeremy worked at Hawkpoint Partners where he had a strong focus on advising mid-market UK listed companies. He has also worked for the UK Ministry of Defence and Mars Snack Foods, qualified as a chartered accountant in 1999, and holds an M.Eng from Cambridge University.
In 2016, Jeremy was appointed as a Non-Executive Director at Solar Communications Ltd a privately owned Telecoms Services business.
Barbara is a non-executive director at Agility Trains, the Lending Standards Board and West Hampshire Clinical Commissioning Group. She is a Trustee of Guy's and St Thomas' Charity and Chaire of the Remuneration & Nomination Committee. Previous NED appointments include Chair of OPM Group.
Barbara spent the first 20 years of her career in strategic, commercial and finance roles in the private sector, latterly as Chief Finance Officer in two internationally listed IT companies.
In 2005, she was appointed Director General at the Ministry of Justice and subsequently the Department for Transport. In 2010, Barbara moved to Westminster City Council as Chief Operating Officer.
She is a CIMA fellow, holds a treasury qualification from ACT and is a graduate of St Catherine's College Oxford where she read politics, philosophy and economics.
The Directors acknowledge the importance of the principles set out in the Combined Code. Although compliance with the Combined Code is not compulsory for AIM companies, the Directors intend to continue to apply the principles as far as practicable and appropriate for a public company of its size as follows:
The Board will continue to meet regularly and will be responsible for strategy, performance, approval of major capital projects and the framework of internal controls. The Board has a formal schedule of matters specifically reserved to it for decision. To enable the Board to discharge its duties, the directors will receive appropriate and timely information. Briefing papers are distributed to all directors in advance of Board meetings, while all directors have access to the advice and services of the Company Secretary, who is responsible for ensuring that procedures of the Board are followed and that applicable rules and regulations are complied with. The articles of association state that directors are subject to re-election at the first opportunity after their appointment and each member of the Board will voluntarily submit to re-election at intervals of three years thereafter.
The Audit Committee is chaired by Jeremy Millard and includes Laurence Vaughan, Richard Kellett-Clarke and Barbara Moorhouse. By virtue of his Executive and current Non-Executive responsibilities, the Board considers that Jeremy Millard has relevant and recent financial experience to discharge this role.
The Committee meets at least four times a year and meetings will be arranged in conjunction with the publication of Idox plc's financial statements. The committee will monitor the financial integrity of Idox plc, review financial information, review accounting policies, clarity of disclosures, internal controls and risk management systems, review the internal audit requirement and oversee the relationship with external auditors.
The Nominations & Remuneration Committee is made up of Richard Kellett-Clarke, Jeremy Millard, Barbara Moorhouse and Laurence Vaughan. The committee meets no less than twice a year. The Committee has overall responsibility for making recommendations to the Board of the remuneration packages of the Executive Directors. The remuneration of the non-executive directors is a matter for the executive directors. The Committee reviews the appropriateness of the remuneration policy in light of all relevant factors and has regard to the provisions and recommendations of the Combined Code, the AIM Rules and associated guidance.
The Risk Committee is made up of Richard Kellett-Clarke, Jeremy Millard, Barbara Moorhouse and Laurence Vaughan and supports the Board in monitoring risk exposure through regular reviews and has been delegated responsibility for reviewing the effectiveness of risk management processes and controls. The Risk Register is presented to the Board for formal review on a biannual basis and progress on matters is presented throughout the year through executive reporting.
Information last updated: 27 September 2018