Audit Committee: The Audit Committee's primary responsibilities are to (i) oversee Autobytel's accounting and financial reporting policies, processes, practices and internal controls, (ii) appoint, compensate and oversee the independent auditors, (iii) review the quality and objectivity of Autobytel's independent audit and financial statements and (iv) act as liaison between the board of directors and the independent auditors.
Compensation Committee: The Compensation Committee is responsible for (i) determining or recommending to the board of directors the compensation of the Chief Executive Officer and each other executive officer or any other officer who reports directly to the Chief Executive Officer based on the performance of each officer, (ii) making recommendations to the board of directors regarding stock option and purchase plans and other equity compensation arrangements and (iii) preparing reports regarding executive compensation for disclosure in Autobytel's proxy statements or as otherwise required by applicable laws.
Corporate Governance and Nominations Committee: The Corporate Governance and Nominations Committee, which was established in March 2004, is responsible for (i) identifying individuals qualified to become directors and selecting director nominees or recommending nominees to the board of directors for nomination; (ii) recommending nominees for appointment to committees of the board of directors; (iii) developing and recommending charters of committees of the board of directors; and (iv) overseeing the corporate governance of Autobytel and, as deemed necessary or desirable from time to time, developing and recommending corporate governance policies to the board of directors.
Below is a summary of our committee structure and membership information. To read more about any of the committees, click on committee names in the chart below.
Michael Fuchs was elected as a director of Autobytel in September 1996 and became Chairman in June 1998. From November 2000 to May 2001, Mr. Fuchs was Chief Executive Officer of MyTurn.com, Inc. and was Interim Chief Executive Officer from April 2000 to October 2000. Mr. Fuchs was a consultant from November 1995 to April 2000. He was Chairman and Chief Executive Officer of Home Box Office, a Division of TimeWarner Entertainment Company, L.P., a leading pay-television company, from October 1984 until November 1995, and Chairman and Chief Executive Officer of Warner Music Group, a Division of Time Warner Inc., from May 1995 to November 1995. Mr. Fuchs holds a B.A. from Union College and a J.D. from the New York University School of Law. Mr. Fuchs is a member of the board of directors of Imax Corporation (entertainment).
Mark Kaplan was elected as a director of Autobytel in June 1998. Mr. Kaplan was a member of the law firm of Skadden, Arps, Slate, Meagher & Flom LLP from 1979 through 1998 and currently is of counsel to such firm. Mr. Kaplan serves on the board of directors of the following publicly traded companies: American Biltrite Inc. (adhesive-coated, pressure-sensitive papers and films; tile flooring), Congoleum Corporation, Inc. (resilient sheet and tile flooring), DRS Technologies, Inc. (defense electronic products and systems) and Volt Information Sciences, Inc. (staffing services and telecommunications and information solutions). Mr. Kaplan holds an A.B. from Columbia College and a J.D. from Columbia Law School.
Jeffrey Stibel has been a director of Autobytel since December 2006. Mr. Stibel was appointed President and Chief Executive Officer of Web.com, Inc. and a member of its Board of Directors in August 2005. From August 2000 to August 2005, Mr. Stibel held executive positions, including General Manager and Senior Vice President at United Online, Inc., a technology company that owns and operates branded ISPs and Web services. Mr. Stibel serves on the Board of Brown University's Entrepreneurship Program and Tufts University's Gordon Center for Leadership, along with a number of private companies. Mr. Stibel received a Bachelors degree from Tufts University, a Masters degree from Brown University and studied business and brain science at MIT's Sloan School of Management and at Brown University, where he was a Brain and Behavior Fellow.
Janet Thompson has been a director of Autobytel since March 2008. Ms. Thompson is currently Executive Vice President of the Diversified Agency Services Division of the Omnicom Group, a position she has held since November 2007. Prior to that, she was Vice President, Marketing at the Nissan and Infiniti Divisions of Nissan North America. Ms. Thompson was also Chief Executive Officer and President of The Designory, a marketing firmed owned by the Omnicom Group, from July 1999 to July 2004. She has held numerous sales and marketing positions in the automotive industry, including with Mazda Motor of America, Toyota Motor Sales, U.S.A. and Chrysler Corporation. Ms. Thompson holds a B.A. in business from Western Michigan University and an M.B.A. from Detroit University.