Ms. Gayle was appointed Chairman of the Board in March 2017, and previously served as a Director since 2011. Additionally, Ms. Gayle has been the Group CEO since 2011; assisted with the restructuring of the Company, 2009-2010, and served as SVP of Coda’s Legal Affairs, 2006-2007. Earlier in her career she worked for a major London law practice, the United Nations and the European Union. Ms. Gayle has a strong background in restructuring and has spent more than 12 years in a number of countries where she has been the lead adviser to a number of transitional administrations on privatizing banks and reforming state-owned assets in the CEE countries including banking, infrastructure and telecommunications assets. Ms. Gayle has also managed a number of large European Union funded projects. Ms. Gayle holds a Law degree gained at the University of London and a Masters of Law degree from Cambridge University. She is qualified to practice as a solicitor in England & Wales.

Mr. Hamilton served as Coda’s Chairman of the Board, June 2010-March 2017, and continues to serve as a Director. Since 2014, Mr. Hamilton has provided accounting and valuation services for a varied list of clients. His career includes serving as Senior Vice President of Powerlink Transmission Company, 2011-2014, and audit partner at PriceWaterhouseCoopers, 1988-2003. He holds a B.S. in Accounting from St. Frances College and is a Certified Public Accountant and is accredited in business valuation.  Mr. Hamilton serves as the Chair of both the Board’s Audit Committee and  Compensation and Governance Committee, and as a member of its Nominating Committee.

Mr. Robert Harcourt has been a member of Coda’s Board of Directors since June 26, 2023.  Mr. Harcourt is a retired Audit and Advisory Partner of KPMG with a professional career spanning over 40 years where he executed a variety of roles at the partnership level during the time with KPMG, including Assurance Partner from 1978 – 1999 and Advisory Partner from 1999- 2007.  He also worked as Associate Director, Division of Registration and Inspection of the Public Company Accounting Oversight Board (PCAOB) from 2011-2016.  He most recently worked for the Analysis Group and Cornerstone Research from 2018-2021.  He is a Certified Public Accountant and holds a BBA in Accountancy from Pace University and has completed course work at Harvard University and Stanford University.

Dr. Angus McFadzean, PhD MENG, is one of the founders of our flagship products business, Coda Octopus Products Limited and joined the Board of Directors on July 1, 2024. He worked with the company from 1994 through to May 31, 2024. During this time, he held several positions including Technical Manager, R&D Manager and since July 2013 to May 2024 he held the position of R&D Director and was responsible for our R&D programs covering both hardware and software solutions including delivering products such as Echoscope PIPE®, DAVD and our F280 Series®. He was also responsible for overseeing our Cybersecurity Programs. He retired from his position as R&D Director on May 31, 2024.

He has a Ph.D from Heriot-Watt University where his research topic was “an investigation of real time distributed problem solving architecture applied to sonar interpretation”. He also has a M.Eng (with merit) in Electrical and Electronic Engineering from Heriot-Watt University. He is qualify to serve as a director as he has substantial expertise in technology, product development and delivery to the market.

Mr. Rouy-Poirier was nominated to the Board on April 10, 2024. Since January 2024 Mr. Rouy-Poirier has been an independent consultant for companies in the aerospace and defense sectors.  From May to December 2023, he was interim Chief Financial Officer for SHL Medical (Scandinavian Health Ltd), a private company backed by a private equity operating as a leading solutions provider in the design, development and manufacturing of advanced medical delivery devices such as autoinjectors and pen injectors.  From April 2021 to December 2022, he was Chief Financial Officer of GKN Aerospace, one of the world’s leading multi-technology Tier 1 aerospace suppliers, serving 90% of the world’s aircraft and engine manufacturers. From 2019 to 2021 he was Chief Financial Officer of Nobel Biocare Systems, a premium dental implant leader whose portfolio also included restorative solutions, dentist hardware equipment and digital treatment technologies.  Prior thereto, he worked for Honeywell mostly in the Aerospace division as well as in the homes and Building Technologies and Specialty Materials, L’Oreal and Arthur Andersen among others.  He earned a bachelor’s in mathematics from Lycée Victor Duruy and a Master of Management in Corporate Finance from EDHEC Business School in France. Because of his strong financial background and ties to the Defense and manufacturing industries, the Company believes that he is highly qualified to serve on the Board.

Mr. Runnels has been nominated by our board to be elected as a director at the 2018 annual meeting to fill a vacancy created by the departure of two of our directors. Mr. Runnels has nearly 30 years of investment banking experience including debt and equity financings, private placements, mergers and acquisitions, initial public offerings, bridge financings, and financial restructurings. Since 2003 Mr. Runnels has been the Chairman and Chief Executive Officer of T.R. Winston & Company, LLC, an investment bank and member of FINRA, where he began working in 1990. Mr. Runnels was an early stage investor in our company and T.R. Winston & Company, LLC has served as our exclusive placement agent in one of our private placements raising early rounds of capital for our company. Mr. Runnels has successfully completed and advised on numerous transactions for clients in a variety of industries, including healthcare, oil and gas, business services, manufacturing, and technology. Mr. Runnels is also responsible for working with high net worth clients seeking to diversify their portfolios to include real estate products through established relationships with real estate brokers, accountants, attorneys, qualified intermediaries and financial advisors. Prior to joining T.R. Winston & Co., LLC, Mr. Runnels held the position of Senior Vice President of Corporate Finance for H.J. Meyers & Company, a regional investment bank. Mr. Runnels is a member of the board of directors of Lilis Energy, Inc. (NYSE American: LLEX) and Level Brands, Inc. (NYSE American: LEVB) and serves on the Pepperdine University President’s Campaign Cabinet. Mr. Runnels received a B.S. and MBA from Pepperdine University. Mr. Runnels holds FINRA Series 7, 24, 55, 63 and 79 licenses. We selected Mr. Runnels to serve on our board of directors based upon his significant experience both as an investor and advisor, as well as his experience as a board member of a number of listed companies.

Brigadier General Antony J Tata (ret) has been a member of Coda’s Board of Directors since June 26, 2023. Brigadier General Tata most recently performed the duties of Undersecretary of Defense for Policy, the number 3 position in the United States Department of Defense, where he implemented the National Defense Strategy and worked closely with allies and partners to achieve strategic defense goals globally. His military career includes commands in the 82^nd and 101^st Airborne Divisions and the 10^th Mountain Division, as well as many overseas operations. He is a West Point graduate with a Bachelor of Science and two master’s degrees in Operational Planning and International Relations. He is also a distinguished national security fellow at Harvard University’s JFK School of Government and a successful author. His military awards include the bronze star, combat action badge, ranger tab, master parachutist badge and department of defense award for distinguished public service.