Investment Team and Directors

Non-Executive Directors

The Directors are responsible for the determination of the Company’s investment policy and have overall responsibility for the Company’s activities, including the review of investment activity and performance and the control and supervision of the Company’s service providers. All of the Directors are non-executive and are independent of the AIFM. The Directors will meet at least four times per annum.

Will Whitehorn was formerly a director of Virgin Group and President of Virgin Galactic until 2010. He has since pursued a private equity and non-executive career. He is the President of UKSpace, the trade body that represents the space industry in the UK, Chairman of AAC Clydespace, a listed satellite manufacturing company, Good Energy PLC, Scottish Event Campus Limited and Craneware PLC. He also sits on the board of the Royal Air Force and has recently retired as Deputy Chairman of Stagecoach Group PLC after serving on its board for nine years. Will has been a Fellow of the Royal Aeronautical Society since 2013.

Sue Inglis has a wealth of experience from more than 30 years advising listed investment companies and financial institutions. Before embarking on a non-executive career, her executive roles included managing director – Corporate Finance in the Investment Companies teams at Cantor Fitzgerald Europe (2012–2018) and Canaccord Genuity (2009–2012). Sue is a qualified lawyer, and was a partner and head of the funds and financial services group at Shepherd & Wedderburn, a leading Scottish law firm. In 1999 she was a founding partner of Intelli Corporate Finance, an advisory boutique firm focusing on the asset management and investment company sectors, which was acquired by Canaccord Genuity in 2009. Sue is currently the chairman of The Bankers Investment Trust PLC, the senior independent director of Baillie Growth US Growth Trust plc and a non-executive director of BMO Managed Portfolio Trust plc and Momentum Multi-Asset Value Trust plc.

Christina McComb has over 25 years’ experience of venture capital investment, as a former director of 3i plc and other venture funds. She has also held a number of senior public sector roles, including a non-executive role at the British Business Bank and advising Government on initiatives to support access to finance in UK SMEs. She is currently chair of OneFamily, a leading UK financial mutual and Chair of Standard Life European Private Equity Trust plc. She is also a Trustee of Nesta where she chairs the Trust Investment Committee. She was awarded an OBE in the Queen’s Birthday Honours 2018 for services to the economy.

 

Alternative Investment Fund Manager (AIFM)

The Company has appointed Seraphim Space (Manager) LLP as its AIFM. The AIFM has managed the Seraphim Space Fund since October 2016 and is currently authorised and subject to regulation by the FCA as a small authorised UK AIFM and intends to apply to the FCA to become authorised as a full-scope UK AIFM. The Seraphim partners have worked together for the past 15 years, having honed their investment experience whilst collectively working at YFM Equity Partners. The Company intends to leverage the Seraphim team’s years of experience, expertise and networks in the Space Tech sector to drive value creation in its investee companies. The key individuals responsible for executing the Company’s investment strategy are:

Mark Boggett, CEO of Seraphim, is a venture capitalist with a focus on mission-driven companies at the cutting edge of disruptive technology and new industry formation. Mark is a pioneer in Space Tech investment having co-founded the Seraphim Space Fund. Previously, Mark was a director at YFM Equity Partners, the firm behind the high profile British Smaller Companies VCT 1 & 2. He also worked at Brewin Dolphin and Williams de Broe. He completed his undergraduate degree in Accounting & Finance, Masters in Economics and Finance from the University of Leeds and professional qualifications include the Institute of Investment Management & Research.

James Bruegger, the co-founder and CIO of Seraphim, is a prolific venture capitalist investor in the global Space Tech domain, having primary responsibility for building Seraphim Space Fund’s portfolio. James was the early VC investor in recognised category leaders such as Iceye, LeoLabs and D-Orbit and led investments in several companies that have since announced their intention to go public including Arqit, Spire Global and AST. Previously he worked at YFM Equity Partners and Burlington Consultants, a boutique strategy consultancy focussed on mergers and acquisitions that was acquired by Deloitte. James holds a first-class degree in History from University College London.

Rob Desborough is a partner in the Seraphim Space Fund and CEO of Seraphim Space Camp, now one of the world’s leading accelerator programmes for Space Tech start-ups, which he launched in 2018. Rob heads up the Early Stage Investment activity for Seraphim. Rob has over 20 years’ technology Venture Capital experience in both investment and operational roles from start-up and university spin-out through to early-stage, growth, development, and IPOs. Prior to Seraphim, Rob was with YFM Equity Partners as an Investment Director. He has been a board observer or director for over 30 companies. Rob holds a BSc (Hons) in Biomedical Sciences from the University of Glasgow and a Postgraduate Diploma (PGDip) in Information Technology Systems from the University of Strathclyde.

Corporate Governance

The Board has considered the principles and recommendations of the AIC Code. The AIC Code addresses the principles and provisions set out in the UK Corporate Governance Code, as well as setting out additional principles and recommendations on issues that are of specific relevance to the Company as an investment company. The Board considers that reporting against the principles and provisions of the AIC Code will provide better information to Shareholders.

The Financial Reporting Council (“FRC”), the UK’s independent regulator for corporate reporting and governance responsible for the UK Corporate Governance Code, has endorsed the AIC Code. The terms of the FRC’s endorsement mean that AIC members who report against the AIC Code meet fully their obligations under the UK Corporate Governance Code and the related disclosure requirements contained in the Listing Rules.

Audit Committee

The Company’s Audit Committee is chaired by Christina McComb, consists of all the Directors and will meet at least twice a year. The Board considers that the members of the Audit Committee have the requisite skills and experience to fulfil the responsibilities of the Audit Committee. The Audit Committee will examine the effectiveness of the Company’s risk management and internal control systems. It will review the half-yearly and annual reports and receive information from the AIFM. It will also review the scope, results, cost effectiveness, independence and objectivity of the external auditor.

Management Engagement Committee

In accordance with the AIC Code, the Company has established a Management Engagement Committee which is chaired by Will Whitehorn and consists of all the Directors. The Management Engagement Committee will meet at least once a year or more often if required. Its principal duties are to consider the terms of appointment of the AIFM and the Company’s other service providers and to annually review these appointments, including the terms of the Investment Management Agreement.

Remuneration and Nomination Committee

The Company has also established a Remuneration and Nomination Committee which consists of all of the Directors. Sue Inglis will act as chair of the Remuneration and Nomination Committee. The Remuneration and Nomination Committee will meet not less than once a year and will have responsibility for considering the remuneration of the Directors, identifying individuals qualified to become Board members and selecting the director nominees for election at general meetings of Shareholders or for appointment to fill vacancies, determining director nominees for each committee of the Board and considering the appropriate composition of the Board and its committees.

Corporate Governance

The Board has considered the principles and recommendations of the AIC Code. The AIC Code addresses the principles and provisions set out in the UK Corporate Governance Code, as well as setting out additional principles and recommendations on issues that are of specific relevance to the Company as an investment company. The Board considers that reporting against the principles and provisions of the AIC Code will provide better information to Shareholders.

The Financial Reporting Council (“FRC”), the UK’s independent regulator for corporate reporting and governance responsible for the UK Corporate Governance Code, has endorsed the AIC Code. The terms of the FRC’s endorsement mean that AIC members who report against the AIC Code meet fully their obligations under the UK Corporate Governance Code and the related disclosure requirements contained in the Listing Rules.

Audit Committee

The Company’s Audit Committee is chaired by Christina McComb, consists of all the Directors and will meet at least twice a year. The Board considers that the members of the Audit Committee have the requisite skills and experience to fulfil the responsibilities of the Audit Committee. The Audit Committee will examine the effectiveness of the Company’s risk management and internal control systems. It will review the half-yearly and annual reports and receive information from the AIFM. It will also review the scope, results, cost effectiveness, independence and objectivity of the external auditor.

Management Engagement Committee

In accordance with the AIC Code, the Company has established a Management Engagement Committee which is chaired by Will Whitehorn and consists of all the Directors. The Management Engagement Committee will meet at least once a year or more often if required. Its principal duties are to consider the terms of appointment of the AIFM and the Company’s other service providers and to annually review these appointments, including the terms of the Investment Management Agreement.

Remuneration and Nomination Committee

The Company has also established a Remuneration and Nomination Committee which consists of all of the Directors. Sue Inglis will act as chair of the Remuneration and Nomination Committee. The Remuneration and Nomination Committee will meet not less than once a year and will have responsibility for considering the remuneration of the Directors, identifying individuals qualified to become Board members and selecting the director nominees for election at general meetings of Shareholders or for appointment to fill vacancies, determining director nominees for each committee of the Board and considering the appropriate composition of the Board and its committees.