Anne Busquet
About Anne Busquet
Anne M. Busquet (age 74) has served on CareCloud’s Board since July 2014 and is the Chairperson of the Audit Committee; the Board has designated her an “audit committee financial expert.” She is President of AMB Advisors, with over three decades of senior operating experience at American Express and IAC; she holds a BA from Cornell University and an MBA from Columbia University. Current external roles include director at Pitney Bowes and Elior Group, and trustee at Columbia Business School’s Board of Overseers and the French Institute Alliance Française. She is nominated for re‑election at the May 27, 2025 Annual Meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Express | Senior leadership/executive roles | Not disclosed | >30 years experience shaping financial services operations |
| IAC (Interactive Corp.) | Executive roles | Not disclosed | Led several successful businesses |
| Intercontinental Hotels Group | Director (prior) | Not disclosed | Board experience in hospitality |
| Blyth, Inc. | Director (prior) | Not disclosed | Board experience in consumer products |
External Roles
| Organization | Role | Public/Private | Committee/Notes |
|---|---|---|---|
| Pitney Bowes | Director | Public | Current board role |
| Elior Group | Director | Public (France) | Current board role |
| Columbia University, Business School Board of Overseers | Trustee | Non‑profit/Academic | Governance oversight |
| French Institute Alliance Française | Trustee | Non‑profit | Cultural institution governance |
Board Governance
- Independence: The Board determined Anne Busquet qualifies as an independent director under Nasdaq rules.
- Committee roles: Audit Committee Chair; member of the full Board. Not listed as member of Compensation or Nominating/Corporate Governance; not on Cybersecurity subcommittee.
- Audit expertise: Designated “audit committee financial expert”; Audit Committee is fully independent.
- Meeting cadence and attendance: In 2024, Audit Committee held 5 meetings; Board held 5 meetings and acted by consent 7 times; each director attended at least 75% of Board and applicable committee/subcommittee meetings.
- Election: Nominated for election at the May 27, 2025 Annual Meeting.
Fixed Compensation
| Component (FY 2024) | Amount (USD) |
|---|---|
| Fees Earned or Paid in Cash | $58,000 |
Note: Busquet’s cash fees exceeded other non‑executive directors ($48,000), consistent with additional compensation for committee chair responsibilities; the proxy does not explicitly break out chair fee amounts.
Performance Compensation
| Component | Detail | Amount/Units |
|---|---|---|
| Stock Awards (RSUs) vested in 2024 | Equity portion of annual director compensation | $40,700 |
| RSUs outstanding (12/31/2024) | Unvested RSUs held | 45,000 units |
| RSU grant timing (Q3 2024) | Automatic annual grant to outside directors | 30,000 RSUs each |
| Vesting schedule (Q3 2024 grant) | 25% increments over next two years beginning Feb 2025 | As disclosed (no specific dates beyond start) |
Mix (FY 2024): Cash $58,000 vs equity $40,700, implying ~59% cash / ~41% equity; plus unvested RSUs indicate increasing equity alignment into 2025–2026.
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict with CCLD |
|---|---|---|
| Pitney Bowes | Director | No supplier/customer/competitor linkage disclosed in proxy |
| Elior Group | Director | No linkage disclosed in proxy |
| Intercontinental Hotels Group (prior) | Director | Historical role; no linkage disclosed |
| Blyth, Inc. (prior) | Director | Historical role; no linkage disclosed |
Expertise & Qualifications
- Financial oversight: Audit Committee Chair with “financial expert” designation; experienced in internal controls, auditor oversight, and financial reporting.
- Operating background: Decades of senior experience scaling businesses at American Express and IAC.
- Education: Cornell University (BA) and Columbia University (MBA).
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Class | Series B Preferred | Notes |
|---|---|---|---|---|
| Anne M. Busquet | 266,388 | 0.6% | — | Beneficial ownership per SEC rules (includes shares acquirable within 60 days) |
| RSUs outstanding (12/31/2024) | 45,000 | — | — | Unvested RSUs outstanding |
- Hedging/pledging: Insider Trading Policy prohibits hedging, short sales, and pledging; limited exceptions for pledging require prior approval and demonstrated capacity to repay without resort to pledged shares. Proxy does not disclose any pledges by directors.
- Ownership guidelines: No director stock ownership guideline disclosure found in proxy; non‑employee directors receive automatic initial/annual RSU grants per policy.
Governance Assessment
-
Positive signals:
- Independent Audit Chair with SEC “financial expert” designation; committee is fully independent.
- Demonstrated engagement: Audit Committee met 5 times in 2024; each director met ≥75% attendance threshold.
- Material personal ownership: 266,388 common shares (0.6% of outstanding), plus 45,000 RSUs outstanding, supports alignment with shareholders.
- Clear insider trading controls (10b5‑1 permitted plans; anti‑hedging/pledging policy).
-
Watch items / potential red flags:
- Related‑party transactions involving the Executive Chairman (leases, physician‑customer relationship) create heightened oversight demands for the Audit Committee; ongoing monitoring and robust controls are essential.
- Multiple external commitments (Pitney Bowes, Elior Group, trustee roles) increase time demands; however, the proxy reports ≥75% attendance for all directors in 2024.
-
Compensation structure observations:
- FY 2024 director pay combined cash ($58k) and equity ($40.7k); additional RSU grants in Q3 2024 vest through 2026, reinforcing equity alignment. No performance metrics tied to director RSUs disclosed (service‑based vesting).
-
Independence and conflicts:
- Board explicitly affirms Busquet’s independence under Nasdaq rules; no Busquet‑specific related‑party transactions disclosed.