Governance and Board

We operate under the regulations required of our AIM-listing status, including the oversight of our main Board, as well as its Audit Committee, Remuneration Committee and Nomination Committee. The terms of reference (ToR) for these committees and the Board members can be downloading via the links to the right of the board profiles and in the Board Committees section. Details of the company advisors can be accessed on the Advisors page.

THE BOARD

The Board receives information on a monthly basis covering the following issues: Finance, Strategy, Acquisitions, Sales, Marketing, Technology, HR, Investor Relations and Company Secretarial Issues. The Board is scheduled to meet formally 11 times a year, at which the information is reviewed and debated. Additional meetings are held as necessary.

 

ToR for Plc Board

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TOM BLACK, Executive Chairman

Prior to joining Digital Barriers, Tom spent over 20 years with Detica Group plc following studies at the universities of Strathclyde and Oxford. Most of his early time with the firm was spent in the National Security arena where he gained a deep understanding of the importance of good information management on the provision of effective security. He subsequently held a broad range of senior management positions culminating in his appointment as Chief Executive in 1995.Tom led the £12m management buyout in 1997 and the Group's flotation on the London Stock Exchange in April 2002. Tom then oversaw the sale of Detica to BAE in 2008 with revenues of over £200m and 1,600 staff. Tom is the Executive Chairman of Digital Barriers plc.

 

ToR for Chairman

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COLIN EVANS, Group Managing Director

As Group Managing Director, Colin is responsible for the day to day management of Digital Barriers and was previously with Detica Group plc where he was Group COO. Colin has 20 years of experience working in the defence, intelligence and homeland security market, in both the UK and US, where he has focused on providing innovative new technology to meet fast changing market needs. He also brings particular expertise in accelerating hi-tech business growth, strong end-client and partner relations and, from eight transactions completed at Detica, excellent knowledge of post acquisition integration options.

 

ToR for Group MD

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ZAK DOFFMAN, Group Development Director

As Group Development Director, Zak is responsible for the overall strategic direction of Digital Barriers and its acquisition activities, for development of the brand and group marketing, and for international development. He has spent the last fifteen years working across the technology and professional services sectors on the management and structuring of strategic and M&A-driven organisational change. Zak joined Digital Barriers from Detica Group plc, where he was the Group Strategy Director responsible for all areas of corporate strategy and M&A. Before Detica, Zak spent nine years at Andersen Consulting (later Accenture), working across a number of industry sectors.

 

ToR for Group Dev Dir

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NIK HOLGATE, Group Finance Director

As Group Finance Director, Nik is responsible for all aspects of financial management and reporting in the Group. Nik joined Digital Barriers on 30 August 2011 and is a Chartered Accountant by training, having started his career at PricewaterhouseCoopers in 1997. Prior to joining Digital Barriers, he served in a number of senior finance roles at both small and large corporates including BSkyB plc, Aegis Group plc, international digital design consultancy Fjordnet Limited and digital media agency i-level. Nik graduated from the University of Cambridge with a BA (Hons) in Engineering and Management Studies.

   

CHRIS BANKS, Senior Independent Director

Chris was the Finance Director at CMG plc and a core member of the management team through the company’s flotation where he was responsible for a broad range of finance functions. Prior to joining CMG, Chris was the Finance Director of The BIS Group. Chris was a Non-Executive Director of Detica and was its Senior Independent Non-Executive Director and Chairman of its Audit Committee from 2000 to September 2008. He is presently a Non-Executive Director of Consort Medical plc and chairs its Audit Committee. Until March 2011 he was Senior Independent Director and Chairman of the Audit Committee of The Innovation Group plc. He is also a trustee of The Barbara Ward Children’s Foundation. He qualified as a Chartered Accountant in 1973 and is a member of the Association of Corporate Treasurers.

Chris is the Senior Independent Director, Chairman of the Audit and Nomination Committees and a member of the Remuneration Committee.

 

ToR for Chris Banks

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Role of the Senior Independent Director

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RUPERT KEELEY, Non-Executive Director

Rupert was until recently Group Executive and President for the International businesses of Visa Inc., where he was responsible for all of Visa's businesses outside the Americas. After joining Visa in 1999, Rupert spent most of his time living in Singapore leading Visa's former Asia Pacific Region that included many of the company's fastest-growing geographies. Prior to Visa, Rupert worked for Standard Chartered plc between 1991 and 1999, where his roles included Group Head of Marketing and Planning for the Group's Consumer Banking businesses, Chief Executive Bahrain and Gulf Consumer Banking Head. Rupert started his career at Girobank in 1980 where his roles included Head of Marketing, Corporate Banking. Rupert has an MBA in Marketing from the Cass Business School and a BSc (Hons) from the University of Manchester in Management Sciences.

Rupert is currently General Manager Asia Pacific of PayPal Inc and Senior Vice President of eBay Inc.

Rupert is the Chairman of the Remuneration Committee and is a member of the Audit and Nomination Committees.

 

ToR for Rupert Keeley

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PAUL TAYLOR, Non-Executive Director

Paul was appointed a Non-Executive Director on 1 April 2012. He is a qualified Certified Accountant who started his career at Price Bailey Partners in 1986, and has subsequently served in a number of senior finance roles. Paul has spent most of his career at Aveva Group plc and served as Group Finance Director from March 2001 to January 2010. During this period revenues increased from £28m to £164m resulting in pre tax profit of £63m and a market capitalisation of over £1bn. He is currently Non-Executive Director and Chairman of the Audit Committee of Escher Group Holdings plc, Ubisense Group plc and Anite plc.

Paul serves on the Audit, Remuneration and Nomination committees of Digital Barriers plc and will assume the Chairmanship of the Audit Committee upon the retirement of Chris Banks in July 2012.

   

JOHN WOOLLHEAD, Company Secretary

John joined Digital Barriers in March 2010 and is responsible for the core Company Secretarial function within the Group. John qualified as a Chartered Secretary in 1987 and has previously acted as Company Secretary to Eve Group plc, Peterhouse Group plc and Detica Group plc. John is secretary to the Board and Secretary to the Board Committees.

 

 

 

 

 

 

 

BOARD COMMITTEES

Digital Barriers has established an Audit Committee, a Remuneration Committee and a Nomination Committee. The Audit Committee and the Nomination Committee are chaired by Chris Banks and have Rupert Keeley and Paul Taylor as members. The Remuneration Committee is chaired by Rupert Keeley and has Chris Banks and Paul Taylor as members.

The Terms of Reference of the board and its committees can be downloaded below:

Board Terms of Reference

Audit Committee Terms of Reference

Remuneration Committee Terms of Reference

Nomination Committee Terms of Reference