The Board of Directors of IMImobile PLC (“IMImobile”, the “Company” or the “Group”) recognises the importance of good corporate governance and is committed to ensuring that an effective and appropriate framework exists in the Group. The Board has adopted the QCA Corporate Governance code and has applied the principles having considered the size and complexity of the Group’s operations as well as best practice for an AIM listed company.
The QCA Corporate Governance code is constructed under ten broad principles; these principles ensure that companies are committed to delivering growth in long-term shareholder value, that the company has an effective and dynamic management framework accompanied by good communication which promotes confidence and trust.
1. ‘Establish a strategy and business model which promote long-term value for shareholders.’
IMImobile’s business model and strategy is outlined on a yearly basis in the Chief Executive’s report in the Company’s Annual Report. This report analyses performance across the Group on a regional basis and outlines any particular issues that have impacted growth in the past year. Our growth strategy has remained relatively consistent over the last few years focussing on four main areas which are outlined in our latest financial results presentation:
- Grow share of interactions from existing customers;
- Accelerate organic growth via channel partners;
- Introduce new technologies and invest in our Intellectual Property (“IP”); and
- Make acquisitions which provide further distribution of the Group’s IP
In addition, the principal risks and uncertainties identified by the Board to the successful delivery of the Company’s strategy, together with the principal controls in place to mitigate those risks, are set out on Pages 21 – 23 of the Annual Report. The Board reviews the Company’s risk register at each full Board meeting.
2. ‘Seek to understand and meet shareholder needs and expectations.’
The Company engages in full and open communication with both institutional and private investors and responds promptly to all queries received. Investors and shareholders are encouraged to make contact with the Company by contacting our advisors or submitting enquiries via the Company’s website.
In conjunction with the Company’s brokers and other advisors, all relevant news is distributed in a timely fashion through appropriate channels to ensure shareholders are able to access material information on the Company’s progress.
To facilitate this:
- All shareholders are invited to attend the Annual General Meeting (“AGM”) and are encouraged to take the opportunity to ask any questions they may have.
- The primary point of contact for shareholders on operational matters is Jay Patel as CEO and Mike Jefferies as CFO.
- The primary point of contact for shareholders on corporate governance and other related matters is John Allwood as Chairman.
The executives meet regularly with shareholders, usually, immediately after the Company’s half year and full year financial results announcements, these meetings are used to discuss the Group’s performance and answer any questions they may have. The Board monitors feedback from these meetings through anonymous evaluations from both shareholders and analysts co-ordinated by the Company’s advisors.
This websites contains all publicly available financial information and news on the Company.
3. ‘Take into account wider stakeholder and social responsibilities and their implications for long-term success’
The Company reports on its Corporate Social Responsibility in the Annual Report. At IMImobile, we are committed to operating at the highest ethical standards and with integrity. We are proud to be a partner of the UN Global Compact initiative, committed to adopting sustainable, socially responsible policies and adherence to their universal principles on human rights, labour practices, the environment and anti-corruption. We care deeply about the impact that we have on our employees, our customers and the wider community.
You can read more about our corporate social responsibility here.
4. ‘Embed effective risk management, considering both opportunities and threats throughout the organisation.’
The Board has overall responsibility for managing risk. Risks are formally identified and recorded in the Company’s risk register, which is reviewed by the Board at each full board meeting. Risks are evaluated based on likelihood and potential impact, including any change from the prior year, and the adequacy of current mitigating controls to reduce risk is reviewed during the meeting. The Board do not consider there to have been any significant changes in the severity of the risks during the year.
The principal risks and uncertainties of the Group are set out in the Company’s Annual Report. Click here for more details.
Maintaining a Dynamic Management Framework
5. ‘Maintain the Board as a well-functioning, balanced team led by the Chair’
The Board of IMImobile have a collective responsibility and legal obligation to promote the interests of the Company. The Board is committed to ensuring that an effective and appropriate corporate governance framework exists in the Group, given the size and complexity of the Group’s operations. Details of the composition of the Board and the Company’s board committees, being the audit committee, remuneration and nomination committees are set out in the following links:
- Board of Directors
- Corporate Governance (this page)
6. ‘Ensure that between them the directors have the necessary up-to-date experience skills and capabilities.’
The composition of the Board has been designed to provide a variety and balance of different skill sets, this includes significant experience in:
- Technological innovation;
- Media & Telecoms sectors;
- Entrepreneurial culture;
- Senior financial qualifications; and
- Other listed PLC companies.
Through this extensive experience, the Board and individual Directors are well-positioned to set out the strategic aims of the Company, drive and uphold the Group’s values and ethical standards as well as meeting their obligations to shareholders interests.
The Board is also supported by an experienced and capable operational leadership team across the Group who operate within a clearly laid out framework of devolved decision-making.
For details of the biographies of the Board please click here.
7. ‘Evaluate the board performance based on clear and relevant objectives, seeking continuous improvement’
The Board has concluded that its performance in the years since the Company listed on AIM has been satisfactory.
The Board has also agreed that in the current year and each year thereafter it will undertake a formal evaluation, in the form of a detailed questionnaire to be completed by each Director. This review will include an evaluation of the performance of individual Directors including the Chairman and the individual committees.
Under the Company’s Articles of Association at every Annual General Meeting, at least one-third of the Directors are required to retire and may be proposed for re-election.
8. ‘Promote a corporate culture that is based on ethical values and behaviours.’
The culture across the Group is one born out of respect for and collaboration between colleagues, customers and partners. Employees are actively encouraged to share their views with management of the Group across several different mediums from employee engagement surveys to anonymous online feedback tools to ‘town-hall’ style forums where updates are shared on progress across the Group, strategic initiatives and business objectives.
IMImobile is proud to be a partner of the UN Global Compact Initiative. The Company is committed to adopting sustainable, socially responsible policies and adherence to their universal principles on human rights, labour practices, the environment and anti-corruption. The Corporate Social Responsibility section in the Annual report outlines how we conduct our business and our consideration towards our employees, the wider community and the environment.
9. ‘Maintain governance structures and processes that are fit for purpose and support good decision-making by the board.’
The Board has established clearly defined and well-understood roles for all members of the Board. The Chairman, John Allwood, is responsible for the leadership of the Board, ensuring its effectiveness and setting its agenda. Once strategic and financial objectives have been agreed by the Board, it is the Chief Executive Officer, Jay Patel’s, responsibility to ensure they are delivered upon.
The Non-Executive Directors provide a sounding board to the Chairman as well as providing an additional channel of contact for shareholders, other directors or employees, if the need arises. There is regular communication between Executive and Non-Executive Director’s including, when required, matters requiring attention prior to the next Board meeting.
The members and roles of the committees of the Company can be found here.
10. ‘Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders.’
The Directors make themselves available to meet with, answer questions from and provide updates to shareholders in several different forums, including investor roadshows, ad-hoc meetings, product and company updates held at the Company’s head office and various events for smaller shareholders.
Updates on trading and newsworthy progress are provided across various communications channels, and updated on the Company’s website from time to time.
The Board also welcomes enquiries from shareholders via its advisors or through the Company’s website and welcomes shareholders who wish to attend its AGM and hear more about the Company’s governance or progress.
IMImobile Europe Ltd: Modern slavery statement for financial year ended March 2020 issued pursuant to section 54 of The Modern Slavery Act 2015
Our business, structure and supply chains
IMImobile is a communications software provider whose solutions enable enterprises to automate digital customer communications and interactions to improve customer experience and reduce operating costs.
Organisations that trust us to deliver smarter digital customer engagement include Hermes, Centrica, AA, O2, EE, BT, Vauxhall, Vodafone, MTN, three of the major retail banks in the UK and public-sector organisations globally. IMImobile is headquartered in London with offices across the UK, Hyderabad, Toronto, Boca Raton, Dubai and Johannesburg and has over 1,100 employees worldwide.
IMImobile operates globally, supporting a variety of telco and enterprise clients. As the premise of the organisation is to provide software solutions there are limited activities associated to the business which could be at high risk of slavery or human trafficking. That said, IMImobile is conscious of our suppliers and third-party engagements and ensure that our supply chain operates in an ethical and responsible manner.
MImobile regularly reviews and updates our core policy guidebook in line with any further acquisitions or expansion. This policy handbook provides guidance for both internal staff and our clients as to our efforts and processes regarding the following business processes: responsible sourcing policy, human rights policy, environmental policy, anti-bribery and corruption policy, whistleblowing policy, health and safety policy, CSR policy, employee and supplier code of conduct and recruitment/agency workers policy. In addition, IMImobile are proud signatories of the United Nations Global compact. You may obtain a copy of the centralised policy guidebook by contacting our UK-based HR team and review the IMImobile commitment to the UN Global Compact here.
Due diligence processes
With an ever-expanding business, it is of paramount importance to IMImobile that we are undertaking exemplary due diligence when taking on new suppliers and evaluating existing suppliers. We endeavour to follow regular processes which include; mapping the supply chain to assess product or geographical risks, evaluating the modern slavery and human trafficking risks of each new supplier, reviewing on a regular basis all aspects of the supply chain, taking steps to improve sub-standard suppliers’ practices.
Steps to assess and manage risks
At present, there are very limited business areas which expose us to risk of human trafficking of slavery. However, we remain vigilant as the business continue to evolve and will maintain rigorous processes to ensure that all new business ventures and ethically responsible.
With the global issues of human trafficking and slavery on the rise, it is important to IMImobile that we provide adequate training and development for our global staff body as well as suppliers and clients. As such, we offer the following training options to our staff and suppliers as mandatory and optional for clients: how to assess the risk of slavery and human trafficking. how to identify the signs of slavery and human trafficking and what initial steps should be taken if slavery or human trafficking is suspected.
Our effectiveness in eliminating modern slavery
IMImobile feel an obligation to maintain effective and streamlined processes to prevent issues related to human trafficking and slavery. To date, our internal processes and development opportunities have ensured that as a business we are ethically contributing to the demise of these issues within our sector.