Board of Directors

Mandate:

The current mandate set for our Board of Directors is to supervise the management of the business and affairs of the Corporation and to act with a view to the best interests of the Corporation. In fulfilling its mandate, the Board of Directors, among other matters, is responsible for:

• Reviewing, at the beginning of each fiscal year, the business plan and financial goals of the Corporation as well as longer term strategic plans prepared and elaborated by Management and, throughout the year, monitoring the achievement of the objectives set;
• Ensuring that it is properly informed, on a timely basis, of all important issues and developments involving the Corporation and its business environment;
• Ensuring the implementation of appropriate systems or plans to manage the important issues and developments involving the Corporation;
• Overseeing the Corporation’s strategic direction; and
• Appointing senior Management and monitoring key executive performance and business results.

Chairman of the Board:

The Chairman of the Board of Directors facilitates the operations and deliberations of the Board and the satisfaction of the Board's functions and responsibilities under its mandate.

Chief Executive Officer:

The Chief Executive Officer shall have general supervision over the business and affairs of the Company and shall lead the implementation of the resolutions and policies of the Company’s Board of Directors.

Arthur Mesher

Chairman of the Board and Chief Executive Officer
Descartes Systems Group Inc.
Waterloo, Ontario, Canada

Chairman of the Board
Chief Executive Officer

Mr. Mesher is the Chairman of the Board and Chief Executive Officer of the Corporation. Mr. Mesher first joined the Corporation in 1998 as Executive Vice-President, Strategic Development. Before joining Descartes, Mr. Mesher launched Integrated Logistics Strategies Services for the Gartner Group, building the practice into a leading advisor to major global corporations. Prior to Gartner, Mr. Mesher was president of Advanced Logistics Research, where he helped numerous multinational companies develop and deploy emerging technology-based supply chain strategies. Mr. Mesher was appointed Chairman of the Board in 2011.

Other Members of the Board:

Lead Director:

The Lead Director facilitates the functioning of the Board of Directors independently of management and provides independent leadership to the Board.  In fulfilling his or her responsibilities, the Lead Director is responsible for the functions and responsibilities as outlined in the Lead Director Role Description.

Stephen Watt, B.Sc., M. Math, Ph.D.

Professor – Department of Computer Science
University of Western Ontario
London, Ontario, Canada

Lead Director
Chair of the Corporate Governance Committee
Member of the Compensation Committee
Chair of the Nominating Committee

Dr. Watt is a professor of Computer Science at the University of Western Ontario and served as Chair of the Computer Science Department from 1997-2002. Prior to joining the faculty at the University of Western Ontario, Dr. Watt was a member of the research staff at the IBM T.J. Watson Research Center (USA) and a professor at the University of Nice (France).

Dr. Watt's areas of research include computer algebra, compiler implementation, pen-based computing and XML technologies. Dr. Watt also serves as a director of Waterloo Maple Inc., of The Fields Institute for Research in Mathematical Sciences and as the director of the Ontario Research Center for Computer Algebra. Dr. Watt has received several research awards, including the 1999 Ontario Premier's Research Excellence Award and the 2002 Distinguished Research Professorship from the University of Western Ontario. Dr. Watt has served on the board since 2001. Dr. Watt was appointed Chairman of the Board of Directors for Descartes in September 2003 and served in that role until 2007. Dr. Watt was appointed Lead Director in 2011.

David Anderson, B.A., Ph.D.

Managing Director - Supply Chain Ventures LLC
Biddeford, Maine, USA

Director
Chair of the Compensation Committee
Member of the Nominating Committee

Mr. Anderson is managing director of Supply Chain Ventures, LLC, a venture capital and consulting company specializing in marketing, sales and operations software investing. Prior to founding Supply Chain Ventures, from 1990 to 2002, Mr. Anderson was a managing partner at Accenture, where he was instrumental in building Accenture's supply chain management practice in North America, Asia and Europe. Before joining Accenture, Mr. Anderson previously served as a vice president in charge of logistics consulting of Temple, Barker & Sloane, Inc. (now Oliver Wyman) and a vice president of Data Resources, Inc. (now part of IHS/Global Insights, Inc.). Mr. Anderson is a Fellow of the Chartered Institute of Logistics and Transport in the United Kingdom and a Member of the Supply Chain Management Professionals in the United States. Mr. Anderson has been awarded a Bachelor of Arts degree from the University of Connecticut and a Doctor of Philosophy degree in econometrics and finance from Boston College.

David I. Beatson

Chief Executive Officer - GlobalWare Solutions
Boston, Massachusetts, USA

Member of the Audit Committee
Member of the Nominating Committee
Member of the Compensation Committee

Mr. Beatson is currently the CEO of GlobalWare Solutions, a full-service provider of supply chain management solutions with operations in North America, Europe and Asia. Mr. Beatson has over 30 years of senior executive experience in the global supply chain, logistics and transportation industry with Panalpina North America Inc., Emery Worldwide, Circle International Group Inc., American Airlines and Northwest Airlines. Most recently, he served as the Principal and Founder of Ascent Advisors, LLC – a strategic advisory firm that provides industry consulting and M&A advice to private equity and venture capital firms, and strategic advisory services to corporations in the transportation, logistics and supply chain industry. Mr. David Beatson earned his B.S. in Business Administration from The Ohio State University and an MBA with a concentration in Finance and Marketing from the University of Cincinnati. He joined Descartes' Board of Directors in March, 2006.

Eric Demirian, B.BM., C.G.A., C.A.

President & CEO - Parklea Capital Inc.
Toronto, Ontario, Canada

Director
Chair of the Audit Committee
Member of the Corporate Governance Committee

Mr. Demirian is a Chartered Accountant and Certified General Accountant. Mr. Demirian is president of Parklea Capital, Inc., an investment banking and corporate finance firm providing services to small- and mid-market public and private companies. Prior to Mr. Demirian's position at Parklea, he held the position of executive vice president of Group Telecom, Inc. ("GT Inc.") from 2000 to 2003. From 1983 to 2000, Mr. Demirian was with Price Waterhouse Coopers LLP where he was a partner and head of Information and Communication Practice. Mr. Demirian serves on the board and is chair of the audit committee of Enghouse Systems Ltd. (TSX:ESL), and is a director of Imax Corporation (NYSE:IMAX) (TSX:IMX). Mr. Demirian is a former director and chair of the audit committee of a number of public companies, including Menu Foods Income Fund (2005-2010) and Keystone North America Inc. (2007-2010).

Chris Hewat, LL.B., M.B.A.

Partner – Blake, Cassels & Graydon LLP
Toronto, Ontario, Canada

Member of the Corporate Governance Committee

Mr. Hewat is a partner in the law firm of Blake, Cassels & Graydon LLP, having joined the firm in 1987. Mr. Hewat's practice consists of advising companies and investment dealers with respect to securities and business law matters, with particular focus on private and public offerings of securities, mergers and acquisitions, and securities regulatory requirements. Mr. Hewat has served as a director of a number of private and public companies, and is a director of The Arthritis Society, Ontario Division. Mr. Hewat has been a member of the Board of Directors at Descartes since 2000.

John. J. Walker, C.A.

Director
Member of the Audit Committee

John J. Walker, a Certified Public Accountant with twenty-one years of experience as a Chief Financial Officer with public companies. Mr. Walker served as Chief Financial Officer, and Senior Vice President of Bowne & Company, a New York Stock Exchange-listed provider of services to help companies produce and manage their investor and business communications, from 2006 until its acquisition by R.R. Donnelley & Sons in 2010. Prior to Bowne, Mr. Walker was an executive with Loews Cineplex Entertainment Corporation, then the 4th largest motion picture theatre exhibition chain in the world, including 16 years as Chief Financial Officer. Prior to Loews, Mr. Walker served as Controller of Corporate Property Investors, then one of the largest REITs in the United States. Mr. Walker was qualified as a Certified Public Accountant with Price Waterhouse.