Brightpoint Announces Corporate Governance Initiatives.Business Editors INDIANAPOLIS--(BUSINESS WIRE)--Jan. 6, 2003 Brightpoint, Inc. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :CELL) announced today that its Board of Directors (the "Board") has adopted several new corporate governance Corporate Governance The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy, and rule of law. initiatives. These initiatives reflect "best practices" and the Board's commitment to establishing and maintaining corporate governance practices that aid the Company's long-term success and effectively enhance and protect shareholder value. Central to these initiatives is the establishment of a Corporate Governance and Nominating Committee A nominating committee is a group formed usually from inside the membership of an organization for the purpose of nominating candidates for office within the organization. It works similarly to an electoral college, the main difference being that the available candidates, either comprised solely of Independent Directors. Catherine M. Daily, a corporate governance specialist, has been appointed Chairperson chairperson Chairman The head of an academic department. See 'Chair.', Cf Chief. of this committee. Among the responsibilities of this committee is oversight of the newly adopted Corporate Governance Principles. As noted by Ms. Daily, "These principles will serve as a road map for effective governance at Brightpoint. The adoption of these guidelines is a clear demonstration of the Board's commitment to leadership in an environment where effective corporate governance is at the forefront of shareholders' and investors' agendas." Among the principles recently adopted is the installation of a Lead Independent Director. Jerre L. Stead stead n. 1. The place, position, or function properly or customarily occupied by another. 2. Advantage; service; purpose: "His personal relationship with the electorate stands in good stead" , retired Chief Executive Officer/Chairman of the Board of Ingram Micro Ingram Micro, Inc. NYSE: IM a Fortune 100 company founded in 1979 and based in Santa Ana, California. It is the world’s largest technology distributor and a leading technology sales, marketing and logistics company. Inc. and a member of the Board since 2000, will serve in this capacity. Mr. Stead will fill an important liaison role between the Independent Directors of the Board and the Company's management. Robert J. Laikin, Chief Executive Officer/Chairman of the Board noted: "The appointment of Jerre as Lead Independent Director is demonstration that Brightpoint strives to be at the vanguard of corporate governance best practices. Our goal is to be recognized as a leader in effective governance." The Board has also reiterated its commitment to maintaining a majority presence by independent board members. In conjunction with this, the Board adopted more stringent guidelines for what constitutes Independent Directors. The Board believes that director independence is best achieved when Independent Directors, their family members, or their primary employers receive no consulting, legal, or other fees from Brightpoint other than in directors' service as board members. Independent Directors will also serve as Chairperson of the three standing board committees. In addition to the newly installed Corporate Governance and Nominating Committee, the Board maintains an Audit Committee, chaired by Richard W. Roedel, and has renamed the Compensation Committee to the Compensation and Human Resources The fancy word for "people." The human resources department within an organization, years ago known as the "personnel department," manages the administrative aspects of the employees. Committee to reflect the expanded scope of responsibilities to which this committee will attend. Robert F. Wagner For other persons named Robert Wagner, see Robert Wagner (disambiguation). Robert Ferdinand Wagner (8 June 1877–4 May 1953) was a Democratic United States Senator from New York from 1927 until 1949. serves as Chairperson of this committee. Brightpoint has also established an independent operating budget Noun 1. operating budget - a budget for current expenses as distinct from financial transactions or permanent improvements budget items, operating cost, operating expense, overhead - the expense of maintaining property (e.g. for the Board. Budgetary independence is the cornerstone of director independence. The Lead Independent Director and Chairperson of the Audit Committee have oversight responsibility for this budget. As noted by Jerre Stead, "A separate board budget clarifies that engagements with external auditors The examples and perspective in this article or section may not represent a worldwide view of the subject. Please [ improve this article] or discuss the issue on the talk page. and consultants necessary for effective board functioning are at the discretion of the board. This ensures a higher level of board independence than is found in many corporations." The Company's Corporate Governance Principles, as well as the charters for the Corporate Governance and Nominating Committee, Audit Committee and Compensation and Human Resources Committee can be found on the Company's website www.brightpoint.com. Brightpoint is one of the world's largest distributors of mobile phones. Brightpoint supports the global wireless telecommunications and data industry, providing quickly deployed, flexible and cost effective third party solutions. Brightpoint's innovative services include distribution, channel management, fulfillment, eBusiness solutions and other outsourced services that integrate seamlessly with its customers. Additional information about Brightpoint can be found on its website at www.brightpoint.com or by calling its toll-free Information and Investor Relations Investor relations The process by which the corporation communicates with its investors. line at 877-IIR-CELL (877-447-2355). Certain information in this press release may contain forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. regarding future events or the future performance of Brightpoint. These statements are only predictions and actual events or results may differ materially. Please refer to the documents the Company files, from time to time, with the Securities and Exchange Commission; specifically, Brightpoint's most recent Form10-K, Form 10-Q Form 10-Q See 10-Q. and Exhibits 99, thereto. These documents contain and identify important risk factors that could cause the actual results to differ materially from those contained in or implied by these forward-looking statements. These risk factors include, without limitation, the ability of both parties to perform under the contract. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date these statements were made. Brightpoint undertakes no obligation to update any forward-looking statements contained in this press release. |
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