Corporate Governance

Our Corporate Governance Guidelines provide the framework of the governance of Bell Microproducts and assists the Board in the exercise of its responsibilities. As the operation of the Board is a dynamic process, these Guidelines will be reviewed periodically and may be changed by the Board from time to time.

Download the Corporate Governance Guidelines (pdf)

audit committee

The Audit Committee oversees the financial reports and other financial information provided by Bell Microproducts to its shareholders and others. The Committee reviews the Company's internal financial reporting process and controls, and nominates and monitors performance of its auditors.

Download the Charter of the Audit Committee (pdf)

compensation committee

The Compensation Committee reviews and determines all forms of compensation provided to the Chief Executive Officer, executive officers and directors as well as oversees the executive succession plans of the Company.

Downlad the Charter of the Compensation Committee> (pdf)

corporate governance and nominating committee

The Corporate Governance and Nominating Committee assists the Board in identifying individuals qualified to be directors, oversees the composition, structure and evaluation of the Board, and its committees and maintains the Corporate Governance Guidelines.

Download the Charter of the Corporate Governance and Nominating Committee (pdf)

standards of conduct and ethics

Bell Microproducts is committed to attaining the highest ethical standards in the conduct of its business and interactions with its customers, suppliers, competitors and the public.

code of ethics

The Chief Executive Officer, Chief Financial Officer and the Corporate Controller have acknowledged their ethical and professional commitment and have signed this Code of Ethics.

Download the Code of Ethics (pdf)

code of conduct/proper business practices

Company policy requires that all executive officers and employees receive a copy of this Code and sign it to acknowledge receipt of the Code.

Download the Code of Conduct/Proper Business Practices (pdf)

Download the International Corporate Governance Hotline Phone Numbers (pdf)

Other Corporate Governance Actions

On March 29, 2004, the Bell Microproducts Inc. Board of Directors approved a resolution to eliminate Section 9 C (iii) from the Company's 1998 Stock Plan as amended and restated through February 20,2004. This eliminates the ability to give employee loans for the purpose of paying the exercise price or tax obligation associated with stock options or restricted stock.