Our Board consists of four committees – Audit, Compensation, Governance and Nominating, and CyberTech– which are responsible for overseeing key strategy areas for Tech Data. Their oversight ensures we are working on behalf of shareholders’ best interest and brings an additional level of expertise to conversations regarding our business strategy. Each committee’s responsibilities are clearly outlined in their Charter documents, available at the links below. The following chart provides a summary of their roles within Tech Data.
Audit Committee |
Assists the Board in fulfilling its oversight responsibilities for the reliability and integrity of financial reports and other financial information and for compliance with legal and regulatory requirements and with Tech Data's systems of disclosure controls and internal controls over accounting and financial reporting and the audit process. |
Compensation Committee |
Responsible for establishing the strategy for compensation, equity incentives and benefits of Tech Data's executive officers. |
Governance and
Nominating Committee |
Assists the Board in ensuring that the Board is appropriately organized and qualified to meet its responsibilities to Tech Data and its shareholders. |
CyberTech Committee |
Assists the Board in overseeing the plans and accountability of management regarding Tech Data's IT strategy and assessing its adequacy, cybersecurity preparedness, resources and funding necessary to sustain and advance successful IT programs and Tech Data's cybersecurity environment. |
Each committee has three members and one chairperson as outlined below.
Risk Oversight
While the Board as a whole is responsible for company risk oversight, some oversight is exercised through committees, including competitive, economic, operational, financial, accounting, legal, regulatory and compliance risks. Each committee also meets with key management members and advisors to get a full picture of the risks. The committees report their deliberations to the Board for action. Areas of risk overseen by the Board and its committees include:
Audit Committee |
Risks and exposures associated with financial matters, particularly financial reporting, tax, accounting, and disclosure and internal controls. Also risks and exposures associated with ethics and compliance and the information technology environment. |
Compensation Committee |
Risks and exposures associated with executive and overall compensation and benefits, including equity incentive plans, leadership assessment and management succession planning. |
Governance and
Nominating Committee |
Risks and exposures related to corporate governance, shareholder relations and communications, Board and committee structures, Board performance, crisis management and director succession planning. |
CyberTech Committee |
Risks and exposures related to the company's information technology strategy and systems, cybersecurity preparedness and data privacy. |