Corporate Governance

SMTC Corporation is committed to the highest standards of corporate governance. Leadership in governance begins with our Board of Directors. Their purpose is to maximize long-term economic value for shareholders. The Board advises management in developing financial and business goals and oversees all public disclosures and processes. SMTC management respects the processes in place to support informed business decisions accountable to shareholders, customers and employees.

SMTC Board of Directors

Clarke Bailey

Chairman of the Board, SMTC
Chairman and CEO, EDCI Holdings Inc.
Clarke H. Bailey joined the Board of Directors in June 2011. Mr. Bailey served as Executive Chairman and Interim Chief Financial Officer of the Company from May 2013 to April 2014. Mr. Bailey is presently the Chairman and CEO of EDCI Holdings, Inc., a holding company, a position held since 2009. In addition to EDCI, he serves as a Director on the Board of Iron Mountain Incorporated where he has served since 1998 and is currently Chairman of its Risk and Safety Committee. Previously, Mr. Bailey served as the Chairman and CEO of Arcus, Inc. until 1998 and as Managing Director and Head of the Principal Investment Group at Oppenheimer & Co. until 1990. Mr. Bailey has also previously served as a Director on four other public company boards, five private company boards, and three non-profit boards of trustees. The Board believes that his significant experience in manufacturing, finance and M&A, and serving as a Chief Executive Officer and on both public and private boards make him well qualified to serve as a director.

David Sandberg

Managing Member, Founder, and Portfolio Manager, Red Oak Partners, LLC
Co-Manager and Co-Founder, Pinnacle Fund LLP
David Sandberg joined the Board of Directors in April 2009. Mr. Sandberg is the managing member, founder and portfolio manager of Red Oak Partners, LLC, a NY-based hedge fund, founded in March 2003, and co-manager and co­-founder of Pinnacle Fund LLP, founded in 2008. Previously, Mr. Sandberg co-managed JH Whitney & Co’s Green River Fund from 1998 to 2002. Mr. Sandberg also served as the Chairman of Board of Asure Software, Inc., and as a director of Issuer Direct Corporation and Planar Systems, Inc. since 2009, 2013 and 2012 respectively, each of which is a publicly traded company. Mr. Sandberg also served as a director of EDCI Holdings Inc. from 2009 to 2013 and as a director and Chairman of the Strategic Committee of RF Industries Limited from 2011 to 2013. Mr. Sandberg received a BA in Economics and a BS in Industrial Management from Carnegie Mellon University. Red Oak Partners LLC is SMTC’s largest stockholder. The Board believes that his experience serving as director on numerous public companies, as well has his experience in finance and public company capital market transactions, make him well qualified to serve as a director.

Ed Smith

President and Chief Executive Officer of SMTC Corporation
Ed Smith joined the Company and Board of Directors in February 2017. He currently serves as the Company’s President and Chief Executive Officer. Mr. Smith is a respected and accomplished executive with more than 25 years experience in the electronic manufacturing services (EMS) industry and the electronic components distribution industry. Prior to joining SMTC he served as President for Avnet Inc. for 7 years and held various other senior positions since 1994. Mr. Smith served, as President and Chief Executive Officer of SMTEK International Inc., from 2002 to 2004, a tier II manufacturer in the EMS industry. Mr. Smith also has extensive experience while serving on a number of boards as a director. The Board believes Mr. Smith’s experience and background in the EMS industry along with his leadership will have a profound impact on the future and success of SMTC.

Frederick Wasserman

President of FGW Partners LLC
Chief Compliance Officer of Wynnefield Capital Inc.,
Frederick Wasserman joined the Board of Directors in August 2013. Mr. Wasserman is an accomplished executive who has leveraged 35 years of business experience helping to create significant shareholder value with a number of companies. Mr. Wasserman has been the president, chief operating officer and chief financial officer for a number of companies, including Mitchell & Ness Nostalgia Company where he was CFO and COO. He also served as President and CFO of Goebel of North America. Mr. Wasserman is currently, and has been since 2008, the President of FGW Partners LLC as well as the Chief Compliance Officer of Wynnefield Capital Inc., a shareholder of SMTC. He currently serves on the board of directors for a number of publicly traded companies including Breeze Eastern Corporation, MAM Software Group, Inc., National Holdings Corporation and DLH Holdings Corp. The Board believes that Mr. Wasserman’s experience serving as a director on numerous public companies and significant management experience make him well qualified to serve as a director.

J. Randall Waterfield

Chairman, Waterfield
Managing Director, Waterfield Asset Management
Owner, Cappello Waterfield & Co.
J. Randall Waterfield joined the Board of Directors in April 2012. Mr. Waterfield, is the Chairman of Waterfield Group, a diversified financial services holding company that traces its origins to 1928. After selling the largest private mortgage company in the US and largest Indiana based bank in 2006 and 2007 respectively, Waterfield Group has diversified into technology, real estate, asset management and merchant banking. Mr. Waterfield holds the Chartered Financial Analyst designation, and is a member of the Board of Directors, Executive Committee and former Chairman of the YPO New York City Chapter, the Northeast Regional Chairman of YPO, a member of Mensa, and a graduate of Harvard University. Mr. Waterfield currently also serves on the Board of Directors of Waterfield Enterprises, LLC, Asure Software (Nasdaq: ASUR), SMTC Corporation (Nasdaq: SMTX), Kensington Vanguard Title, Waterfield Technologies, and the Culver Military Summer School. Previously, Mr. Waterfield was an equity research analyst at Goldman Sachs & Co. from 1996 through 1999, primarily responsible for institutional small capitalization growth portfolios. Mr. Waterfield holds the Chartered Financial Analyst designation. The Board believes that Mr. Waterfield’s experience in finance and M&A make him well qualified to serve as a director.

SMTC Executive Team

Ed Smith

Interim President and Chief Executive Officer

Roger Dunfield

Chief Financial Officer

Josh  Chien

Senior Vice President of Global Sales, Marketing, & Customer Experience

Steve  Brown

Senior Vice President, Quality & Technology

Key Corporate Governance Documents
SMTC Audit Committee Charter (63 KB) Download PDF
SMTC Code of Ethics and Conduct PDF (May 2016) Download PDF
SMTC Compensation and Management Development Committee Charter Download PDF
SMTC Insider Trading Policy (November 2017) Download PDF
SMTC Nomination and Governance Committee Charter Download PDF
WhistleBlowing Policy (English Version) Download PDF
WhistleBlowing Policy (Spanish Version) Download PDF