Company Information

Business Description

Autins Group specialises in the design, manufacture and supply of acoustic and thermal insulation solutions primarily in the automotive sector but with an increasing focus on other sectors, including white goods, power generation, marine, apparel, rail, commercial vehicles and industrial sectors.

The Directors believe that the Group is one of the leading UK suppliers of noise and heat management products in the automotive market, producing and supplying over two million parts per month to customers including some of the world’s leading vehicle manufacturers, including Jaguar Land Rover, Bentley and Honda.

The management team has overseen significant growth in the business in a challenging macro-economic climate and is committed to leading further growth as a public company. The Directors believe there is significant opportunity for ongoing organic growth through product development and broadening relationships through further international expansion, against a backdrop of a strong and growing market. The Group has made significant investment in new technology in recent years, alongside improvements in product capability and a growing reputation for providing innovative solutions to meet the needs of its customers.

Incorporation Details

The Company was incorporated and registered in England and Wales on 25 March 2014 under the UK Companies Act with registered number 8958960 as a private company limited by shares with the name Auto Autins Limited. The Company resolved to change its name to Autins Group Limited on 13 May 2014, and was issued a certificate of incorporation on change of name by Companies House on 27 May 2014.

The registered office, head office and principal place of business of the Company is,
Company name: Autins Group plc
Country of incorporation: England and Wales
Company registration number: 8958960
Main country of operation: United Kingdom and Europe
Registered office and principal place of business: Autins Group plc, Central Point One, Central Park Drive, Rugby, Warwickshire, CV23 0WE

Board

Directors

Adam Richard Attwood, Non-Executive Chairman

Adam trained as a solicitor with Norton Rose Fulbright, before spending five years at Charterhouse Bank working in quoted company advisory and European M&A. He then spent seven years with ISIS Equity Partners (now Livingbridge) as an Investment Director holding non-executive roles for companies within the consumer products and IT industries. He has since acted in a non-executive capacity with a variety of private businesses. He joined the Autins’ board in January 2016 as non-executive Chairman, having previously provided strategic guidance to the Board since April 2013. Adam chairs the Group’s Nominations Committee.

 

Terence (Terry) Brian Garthwaite, Non-Executive Director

Terry has over 35 years’ experience as a director of both publicly listed and private companies. He held a number of senior finance positions within Foseco plc including director of corporate finance, prior to spending 11 years as group finance director at Senior plc. He has also held non-executive positions at Wilmington Group plc, Brammer plc and Renishaw plc chairing the audit committee on each occasion. Terry qualified as a chartered accountant prior to joining Price Waterhouse. Terry joined the Board in April 2016 and chair’s the Group’s Audit Committee.

 

Ian Roy Griffiths, Non-Executive Director

Ian was appointed to the Board in April 2016 as a Non-Executive Director and is Chairman of the Remuneration Committee. He brings wide-ranging international experience of the engineering business-to-business sector at both strategic and operational levels, having spent nearly 30 years with GKN plc. Ian served as a Non-Executive Director on the Board of Ultra Electronics Holdings plc from 2003 to 2012. He has been a Non-Executive director of Renold plc since 2010 where he also chairs the Remuneration Committee and was Chairman of Hydro International plc which he joined as a Non-Executive Director and Chairman-elect in October 2014.

 

James David Larner, Chief Financial Officer and Company Secretary

James has spent a significant portion of his career operating in finance roles within the Tata Steel Group. Following on from this he acted as Finance Director for Caparo Mill Products before taking up the role as UK Finance Director at Autins. James also held the role of Treasurer to Birmingham Rathbone, a Midlands based charity until becoming its Chairman in 2012. James started his career in an Audit role, qualifying with EY in 2001. James joined the Group Board as Chief Financial Officer in January 2016.

 

Senior Management

Wayne Hodgkiss (Group Operations Director)

Wayne brings a wealth of operational leadership experience predominantly from the Automotive sector but also from Industrial and Aerospace supply. He has worked in increasingly senior positions with BMW, Johnson Controls, Goodrich, Terex Pegson, DHL Automotive, Bentley, and most recently EAD / London Taxi Company.

 

Joshua Kimberling (Group Sales Director)

Joshua has spent his career in the sales and management of automotive, process control and healthcare products. Most recently as Director at Flow-Mon Ltd, growing the business’ global sales of UK manufactured process control products. Prior to this Joshua worked in both the US and Germany for Robert Bosch in the sales and marketing of automotive electronics, having account management responsibilities for major OEM’s in the US and Europe. Joshua joined the Group in November 2016 to oversee sales and marketing.

 

Dr Kathryn Beresford (Group Technical Director)

Dr Kathy Beresford completed her PhD in Multichannel Automotive Audio at the Institute of Sound Recording, at the University of Surrey in 2010 and was awarded a postgraduate award (with distinction) in Innovative Business Leadership from the University of Warwick in 2016. She spent 7 years working in local government in varied roles conducting educational data analysis, modelling and interpretation alongside performance and project management. Kathy joined the Autins Group in June 2015 to lead research, development and innovation and to lead the establishment of the group’s technical facilities at the Horiba MIRA Technology Park.

 

Stefan Janzen (Group Technical Director)

Stefan worked for HP Pelzer Group for over 20 years as a research and development engineer focused on automotive acoustic products and solutions, before joining Autins GmbH as Research and Development Manager in late 2013. Stefan has a degree in Biology from Westfälische Wilhelms University in Münster, Germany.

 

Kevin Sheldon (Plant Manager UK)

Kevin has over 25 years experience of operational process improvement and leadership and joined the Group in October 2017 to lead UK operations.  Prior to this Kevin had been General Manager of Swissport Stansted and Birmingham Airports since 2010.

He has spent a significant part of his career in senior operational roles within the automotive and construction equipment including periods at Terex Pegson Ltd, Johnson Controls Automotive and MG Rover (Powertrain).

 

Matthias Migl (Managing Director, Rheinland)

Matthias has 20 years’ experience in the automotive industry including with the specialist NVH and soft trim component manufacturer HP Pelzer Group, with a particular focus on acoustics. Matthias has been Managing Director of Rheinland since 2013 and he holds a degree in Chemical Engineering from Friedrich – Alexander University, Erlangen, Germany.

 

Örjan Karlsson (Managing Director, Scandins)

Örjan has over 20 years’ experience in the automotive industry, having worked at Saab Automobile, Volvo Cars and Volvo AB and various suppliers to the automotive industry, with a focus on planning, implementing new projects and increasing capacity. Örjan has beenManaging Director of Scandins since June 2012.

 

David Hobday (Group Manufacturing Engineering Director)

David is a ‘time served’ apprentice’ and has held several senior manufacturing engineering roles in the UK and Continental Europe for over 20 years working for companies such as Grupo Antolin, Magna Automotive and Johnson Controls. He joined the group in October 2015 to lead the Manufacturing Engineering Department and to facilitate the new Solar Nonwovens site. David has the Higher National Diploma in Mechanical Engineering and Tool Design.

 

Joerg Thul (Group Quality Director)

Joerg has spent many years of his career in Engineering and Quality/Project Management within the automotive and aerospace industry including Benteler, BMW (Formel D), EFS, Webasto and most recently Draexlmaier. He joined the Group in April 2017 to head the Quality Department. Joerg has a BSc Hons Degree in Integrated Technologies from Sheffield University.

 

Elizabeth (Liz) Northwood (Group HR Manager)

Liz has over 25 years’ experience in training and human resources both in the finance and the public service sectors working with staff numbers of approximately 350, involving strategy planning and day to day activities within both of these functions and including several restructures. She joined the group in 2013 to set up the human resource function, adding training to her responsibilities in 2014. Liz has a Postgraduate Diploma in Human Resource Management from De Montfort University, Leicester.

 

Jonathan (Jon) Bell (Group Projects Manager)

Jon has over 25 years’ experience in Engineering and Programme Management within automotive and aerospace component manufacturers including British Aerospace, Magna Automotive and International Automotive Components. He joined the group in January 2016 to head the New Projects Introduction Department. Jon has a BEng. Hons. degree from Nottingham University.

The Group is headquartered in Rugby, UK and also has operations in Tamworth, UK, the MIRA Technology Park in Nuneaton, UK, and Hilden, North Rhine-Westfalia, Germany and Gothenburg, Sweden.

As at the date of this Document, the Group employs approximately 168 staff, of whom 129 are employed in the UK, 20 in Germany and 19 in Sweden. Please refer to paragraph 10 of Part V of this Document for further details.

Corporate Governance

Committees & Responsibilities

The Company has adopted and will operate a share dealing code for Directors and other applicable employees under the equivalent terms to those provided by Rule 21 of the AIM Rules for Companies.

With effect from Admission, the Board has established an audit committee, a remuneration committee and a nomination committee.

Audit Committee

The audit committee will normally meet not less than three times a year. The committee consists of the Company’s Chairman and two independent non-executive directors, with Terry Garthwaite as Chairman. The audit committee has responsibility for, amongst other things, the planning and review of the Company’s annual report and accounts and half-yearly reports and the involvement of the Company’s auditors in that process.

The committee focuses in particular on compliance with legal requirements, accounting standards and on ensuring that an effective system of internal financial control is maintained. The ultimate responsibility for reviewing and approval of the annual report and accounts and the half-yearly reports remain with the Board.

The terms of reference of the audit committee cover such issues as membership and the frequency of meetings, as mentioned above, together with the role of the secretary and the requirements of notice of and quorum for the right to attend meetings. The duties of the audit committee covered in the terms of reference are: financial reporting, internal financial controls and risk management systems, whistleblowing internal audit, external audit and reporting responsibilities. The terms of reference also set out the authority of the committee to exercise its duties.

Remuneration Committee

The remuneration committee will normally meet not less than twice a year. The committee will consist of the Company’s two independent non-executive directors, with Ian Griffiths as Chairman. The remuneration committee has responsibility for making recommendations to the Board on the Company’s policy on the remuneration of certain senior executives (including the Group’s senior management), including annual bonuses, the eligibility requirements for benefits under long-term incentive schemes and for the determination, within agreed terms of reference, of specific remuneration packages for each of the executive Directors, including pension rights, contracts of employment and any compensation payments.

The terms of reference of the remuneration committee cover such issues as membership and frequency of meetings, as mentioned above, together with the role of secretary and the requirements of notice of and quorum for and the right to attend meetings. The duties of the remuneration committee covered in the terms of reference relate to the following: determining and monitoring policy on and setting level of remuneration, contracts of employment, early termination, performance-related pay, pension arrangements, authorising claims for expenses from the Chief Executive Officer and Chairman, reporting and disclosure, and remuneration consultants. The terms of reference also set out the reporting responsibilities and the authority of the committee to exercise its duties.

Nomination Committee

The nomination committee will normally meet at least two times a year. The committee will consist of Adam Attwood (as Chairman), and the Company’s other two independent non-executive directors, Ian Griffiths and Terry Garthwaite. The committee has responsibility for regularly reviewing the structure and composition of the Board (including as to skills, knowledge, experience and diversity) and making recommendations with regard to any changes. The committee will review the leadership function and strategic needs of the Company. The committee will also deal with identifying candidates and filling vacancies on the Board as and when they arise. The role of the committee will also extend to dealing with
any removals from the Board (including if necessary the suspension or termination of service of an executive director or senior employee).

 

Advisors & Registrar

Nominated Adviser and Broker

Cantor Fitzgerald Europe
One Churchill Place
Canary Wharf
London
E14 5RB

 

Solicitors to the Company

Freeths LLP
1 Vine Street
Mayfair
London
W1J 0AH

 

Auditors and Reporting Accountants

BDO LLP
Two Snowhill
Birmingham
B4 6GA

 

Public Relations

Newgate Communications
50 Basinghall Street
London
EC2V 5DE

 

Registrars

Capita Registrars Limited
The Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU

Investor Relations Contact

For questions regarding financial or statutory issues, please email cosec@autins.com or contact the Company Secretary, James Larner, at our head office at Central Point One, Central Park Drive, Rugby, Warks. CV23 OWE