Director and Executive Officer Qualifications
We have not formally established any specific, minimum qualifications that must be met by each of our officers or directors or specific qualities or skills that are necessary for one or more of our officers or members of the board of directors to possess. However, we expect to generally evaluate the following qualities: educational background, diversity of professional experience, including whether the person is a current or was a former CEO or CFO of a public company or the head of a division of a prominent international organization, knowledge of our business, integrity, professional reputation, independence, wisdom, and ability to represent the best interests of our stockholders.
We believe that the above-mentioned attributes, along with the leadership skills and other experiences of our officers and director provide us with a diverse range of perspectives and judgment necessary to facilitate our goals of shareholder value appreciation through organic and acquisition growth.
Number and Terms of Office of Officers and Directors
The term of office of Mr. Terry will expire at the third annual meeting of stockholders following the consummation of the Business Combination.
Our officers are appointed by the board of directors and serve at the discretion of the board of directors, rather than for specific terms of office. Our board of directors is authorized to appoint persons to the offices set forth in our amended and restated bylaws as it deems appropriate. Our amended and restated bylaws provide that our officers may consist of a chairman of the board, chief executive officer, president, chief financial officer, vice presidents, secretary, treasurer and such other officers as may be determined by the board of directors. Collectively, through their positions described above, our officers and director have extensive experience in aviation, private equity businesses, public companies and government services.
Governance
We may seek to list on the NASDAQ Capital Market at some time in the future, and as a result, when practicable, we will seek to comply generally with NASDAQ corporate governance requirements on an ongoing basis.
Classified Board of Directors
Our charter provides for a board of directors classified into three classes, as nearly equal in number as possible, whose terms of office expire in successive years. However, our board of directors currently consists of one director, as set forth above.
Committees of the Board of Directors
Because our Board of Directors currently consists of only one member, there are no Board committees at present.
Code of Ethics
We have adopted a code of ethics that applies to our officers and directors. We have filed a copy of our code of ethics as an exhibit to our registration statement in connection with our initial public offering. You may review it by accessing our public filings at the SEC’s web site at www.sec.gov. In addition, a copy of the code of ethics will be provided without charge upon request to us.
Director Compensation
For the year ended December 31, 2016, our non-employee directors accrued the compensation indicated below. Mr. Terry, our CEO, also serves as a director, but he receives no additional compensation for his service as a director and his full compensation is reflected in the Summary Compensation Table, above.
