Board of Directors

Leonard Peter Shore, B. Sc (Non-executive Chairman)

Peter Shore was appointed a Director of the company in August 2001 and elected Chairman in Dec 2005. He is currently an Executive Director of Macquarie Bank’s Investment Banking Funds Division and was previously Chairman of Lonely Planet, Elders Telecoms, Unwired and Uecomm and had advisory roles with Investec Australia and Siemens Australia. For nearly 20 years Peter held various roles within Telstra, including Group Managing Director – Commercial and Consumer from 1994 – 2000. Mr Shore is also a member of the Remuneration and Nominations Committees.

During the past three years Mr Shore has also served as a director of the following listed company

• Unwired Australia Group Limited - Appointed December 2003, Resigned October 2005

Marty John Gauvin (Managing Director)

Marty Gauvin has run companies that blend technology and service to deliver business benefits and value for more than two decades. The former Young Australian of the Year combines deep technical skills with proven management expertise. At the helm of Hostworks, he has established the company as Australia’s leader in meeting record demand peaks for online services. Mr Gauvin is also a member of the Nominations Committee.

Graeme Barclay - Managing Director Broadcast Australia

Graeme joined Broadcast Australia in 1999 as Finance Director following a 15-year career in accounting and investment banking, including his role as Principal Business Adviser to the Australian Government on the sale of the National Transmission Network. In January 2001, Graeme was appointed Finance Director and Chief Operating Officer of Broadcast Australia. In April 2002, Graeme was appointed Managing Director of Broadcast Australia.

Graeme is a Non-executive Director of the Arqiva Group of Companies, Chairman of The Bridge Networks and Hostworks.

Brett Savill - Chief Financial Officer Broadcast Australia

Brett joined Broadcast Australia in 2007 as the Chief Financial Officer. Prior to that, he was a Director at Mainsheet Corporate, an advisory and consulting firm; a London-based Partner at PricewaterhouseCoopers focused on the technology, media and telecoms sectors; and a Commercial Director at Paravision, a French film production and distribution company.

Brett and his team are responsible for managing the financial, commercial support and property functions.

Malcolm Keys - Director Telecommunications Group and CIO Broadcast Australia

Malcolm joined Broadcast Australia in 2005 as Chief Information Officer, responsible for the IT division and the New Products division developing convergent broadcast products such as Mobile TV broadcasting. Malcolm also oversees the strategy development of the Telecommunications Group, focused on emerging initiatives within the fixed and wireless telecommunications sector. This includes site sharing, wireless data services, fixed infrastructure, emergency / public mobile radio and government radio networks.

Before arriving at Broadcast Australia, Malcolm worked with Crown Castle International (CCI) as their National IT Manager. CCI specialise in the co-locate of wireless transmission equipment and Malcolm’s key role was to oversee business process re-engineering, IT systems development and Sarbanes Oxley compliance. Prior to this, Malcolm was the Director of Business Development for iSport UK, the developer of a mass market sports administrations and publishing systems. His most significant achievement, as a foundation partner of iSport, was the expansion from Australia to the UK market leading to strong growth and a successful trade sale of the business in 2001. Prior to this Malcolm has held a variety of positions with Australian telecommunications companies and IT consulting firms.

Malcolm brings strong leadership skills combined with 17 years of product development and information technology management to Broadcast Australia. He is currently completing his Masters of Management, to accompany his Honours degree in Industrial Design.

Principles of Corporate Governance

Hostworks is committed to Corporate Governance Principles as outlined below.

1.1     Formalise and disclose the functions reserved to the board and those delegated to management

            The Board of Directors is responsible for guiding and monitoring Hostworks on behalf of the shareholders by whom it is elected and to whom it is accountable.  In discharging its stewardship it makes use of sub-committees which are able to focus in greater detail on relevant issues in their responsibility.  The current Board committees are the Audit Committee, Remuneration Committee and the Nominations Committee.

           The responsibility for the operations and administration of Hostworks is delegated by the Board to the Managing Director and the executive team.  Authorities and Delegation limits are approved and reviewed by the Board from time to time.

             The key functions of the Board of Directors are:

·      Providing input into the development and approving and monitoring the implementation of the strategic direction of Hostworks

·       Overseeing Hostworks and its performance

·     Adopting the annual budget and operating plan and monitoring the performance against them on a regular basis

·       Appointment and removal of the MD and setting appropriate remuneration and performance targets as well as reviewing the MD’s performance against those targets

·       Monitoring and reviewing the performance of management

           The number of Board meetings and relevant attendees at meetings for the financial period has been included above. Directors have the right, in connection with their duties and responsibilities as Directors, to seek independent professional advice at the Company’s expense.  Prior written approval of the Chairman is required, which will not be unreasonably withheld.

             Management’s responsibilities are:

·      To be responsible to the Board for the overall management and performance of Hostworks

·       Taking actions and initiatives in accordance with the strategic direction of Hostworks as approved by the Board

·       Providing leadership and direction to Hostworks and all staff

·       Maintaining effective risk management and internal control systems

·       Maintaining Hostworks efficiency and competitiveness

·       Ensuring the integrity and timeliness of financial reporting to the Board and to shareholders

·       Ensuring that all members of management and staff comply with company policies

           The Chairman’s role is to ensure that the relationships between the Board, management, shareholders, other stakeholders and the individual directors are effective, efficient and further the best interest of Hostworks.  In doing so the Chairman needs to work closely with the MD but at the same time retain an independent perspective so as to best represent the interests of Hostworks, shareholders, the Board and other stakeholders. 

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