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IQGeo (AIM: IQG) Telecommunications and utility operators are “Building better networks” with IQGeo’s award-winning software solutions. The ability to powerfully model any network requirement, integrate every system and data source, and support field and office teams with continual innovation is helping operators create the networks of the future. Our solutions ensure greater cross-team collaboration and process efficiency throughout the network lifecycle, from planning and design to construction, operations, and sales.

Whether it’s highly competitive fiber and 5G broadband rollouts or complex utility grid modernization projects, customers trust IQGeo’s enterprise solutions, OSPInsight fiber management, and Comsof automated design software. We partner with large multinationals and smaller regional operators to deliver the digital innovation they need to increase network resilience, operational safety, and business ROI.

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The IQGeo™ brand was launched in January 2019 after the RTLS business line and Ubisense brand was sold to Investcorp Technology Partners. Shares in the company previously traded as Ubisense Group plc (AIM:UBI) are now traded under the name IQGeo Group plc (AIM: IQG).

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A key differentiator for IQGeo is our ability to provide a single common software platform that supports the entire lifecycle of our customers’ networks. With the acquisitions of OSPInsight in 2020 and Comsof in 2022 and the innovative organic growth of our software, we have established a distinctive market position. Unlike most of our competitors, IQGeo can deliver a solution that begins with high-level network planning and continues through construction, operations, maintenance and disaster response.

A single common platform joins up operational processes for greater efficiency and reduces the complexity and expense of integrating applications from different disconnected vendors. The vision of providing our customers with a fully integrated network lifecycle solution that is built upon a geospatial network digital twin has been fundamental to our success and will continue to drive our business in the future.

Our strategy

In order to consistently direct our resources and measure the ongoing success of the business, IQGeo remains focused on tracking our progress against three top-line business goals that were initially established in January of 2019 when we rebranded the Company as IQGeo.

Business goals

• Global growth
• Recurring revenue
• Product innovation

Market opportunity

The broadband and electric utility industries are receiving major investment streams through governmental programmes and private initiatives. These are driven by the business and social need for universal broadband and decarbonization objectives that demand a flexible distributed electric grid. In addition, IQGeo has significantly expanded the potential footprint for our technology within our customer base and with new prospects through the release of our latest‑generation network management products.

Enterprise telecom operators

• Cut network planning and design times
• Optimise processes to improve competitiveness
• Improve network data quality
• Support the long-term network Lifecycle
• Accelerate time to revenue

Electricity network operators

• Optimize operational processes
• Integrate critical data streams
• Capture network realities in the field
• Create a digital twin for the network lifecycle
• Enable grid modernisation

Learn more about why telecom and utility network operators choose IQGeo. 

Decarbonization and climate change

Business best practice and government regulations increasingly mandate net-zero electricity grids that must be more resilient than ever before to withstand the growing number of severe weather incidents as a result of our changing climate. These stark realities require innovative thinking, new technology and streamlined processes. Next‑generation IQGeo solutions are displacing legacy GIS software to help network operators meet these new challenges.

• Identify decarbonization opportunities
• Design and deploy low carbon technology
• Reduce field service inefficiencies
• Decarbonize supply chain
• Improve network resilience and reliability

Learn more about IQGeo's Carbon Neutral Organisation status.

The following information is disclosed for the purposes of Rule 26 of the AIM Rules for Companies.

Description of business:
IQGeo Group plc (AIM: IQG). Telecommunications and utility operators are “Building better networks” with IQGeo’s award-winning software solutions. The ability to powerfully model any network requirement, integrate every system and data source, and support field and office teams with continual innovation is helping operators create the networks of the future. 

Country of incorporation: England and Wales (registered company number 05589712)

Main country of operation: United States of America

Annual Reports and Accounts

Financial Announcements as they are made.

Directors: The Board presently comprises a Non-Executive Chairman, two Executive Directors and four Non-Executive Directors

• P Taylor, Non-Executive Chair, Remuneration Committee, Nomination Committee
• R Sansom, NED, Nomination Committee (Chair)
• I Kershaw, NED, Remuneration Committee, Audit Committee
• C Rand, NED, Audit Committee (Chair)
• M Royde, NED, Remuneration Committee (Chair)
• A MacLeod, NED
• R Petti, CEO
• Haywood Chapman, CFO
• Claire Clarson, Finance Director and Company Secretary

Full biographies of the directors of the Board can be found at Our People. A description of responsibilities can be found on Corporate Governance.

Constitutional Documents

IQGeo Group plc's nominated advisors are Cavendish. Please visit the website for more information.

Number of Securities in Issue on 30 March 2024: IQGeo Group plc’s issued share capital is 61,706,490 ordinary shares of 2p each, with no shares held in treasury. 66.29% of shares are held in public hands, and 33.71% of shares are held by related parties. 
 

Links to other key documents: 

Copy of the AGM notice dated 16 April 2024

Copy of the AGM notice dated 19 April 2023

Copy of the AGM notice dated 14 April 2022

Copy of the AGM notice dated 16 April 2021

Copy of the AGM notice dated 21 May 2020

Copy of the circular dated 2 August 2019 

Copy of the AGM notice dated 10 May 2019

Copy of the circular dated 13 December 2018 

Copy of the circular dated 18 October 2017

Copy of the circular dated 8 April 2016

Copy of the Admission to AIM document 

Details of the persons or institutions who, directly or indirectly, hold interests of 3% or more in the Company’s share capital can be found under the major shareholders section.

IQGeo Group plc is not listed on any other exchanges or trading platforms and there are no restrictions on the transfer of securities. 

We should say IQGeo is subject to the City Code of Takeovers and Mergers. 

Updated: 08 May 2024

Share price and news information on this site is updated dynamically from external data feeds.

Below are the constitutional documents for IQGeo Group plc. Please note that these documents refer to Ubisense. The IQGeo brand was launched in January 2019 after the RTLS business line and Ubisense brand was sold to Investcorp Technology Partners. Shares in the company previously traded as Ubisense Group plc (AIM:UBI) are now traded under the name IQGeo Group plc (AIM: IQG).

Certificate of incorporation on change of name

Ubisense Group plc Placing and Admission to AIM

Articles of Association of Ubisense Group plc

Article of Association - IQGeo Group plc June 2024

Court Meeting Minutes (signed) (155928821.1)

Court Meeting Minutes Resolution (signed) (155928303.1)

General Meeting Minutes (155928877.1)

General Meeting Resolution (155920291.1)

The Board presently comprises of a Non-Exec Chair, two Executive Directors and four Non-Executive Directors.

• P Taylor, Non-Executive Chair 
• R Sansom, NED, Nomination Committee (Chair)
• I Kershaw, NED, Remuneration Committee & Audit Committee
• M Royde, NED, Remuneration Committee (Chair)
• A MacLeod, NED
• C Rand, NED, Audit Committee (Chair)
• R Petti, CEO
• H Chapman, CFO
• C Clarson, Finance Director and Company Secretary

Full biographies of the directors of the Board can be found at Our People. 

Audit committee responsibilities

Financial reporting

• Review of all financial reports released to the market and shareholders
• Review of significant reporting issues and judgements
• Review of accounting policies selected and their application

Internal controls

• Review of the effectiveness of the Group's internal control and risk management procedures

Whistleblowing

• Review of the group's whistleblowing policies and procedures

External audit

• Recommending appointment, re-appointment or removal of external auditors
• Overseeing the Group's relationship with the external auditors, including assessing their independence
• Agreeing the annual audit plan and reviewing the finding and effectiveness of the audit

Remuneration committee responsibilities

• Agreeing the framework for the Group's remuneration policy for Director's and key management personnel, including determining individual remuneration policies for executive directors
• Approving the design and targets for short and long term incentive plans
• Determining the policy and scope of pension arrangements
• Ensuring contractual terms and payments made on termination are fair to both the individual and the Group
• Agreeing the policy for authorising expense claims by the Chair and Chief Executive

Nomination committee responsibilities

• Reviewing the size and composition of the Board to ensure that an appropriate mix of skills, knowledge and experience is achieved;
• Succession planning for the Board and other key management roles;
• Identifying and recommending to the Board candidates to fill Board vacancies
• Ensuring Non-Executive Directors are able to make the necessary time commitments to fulfil their role;
• Ensuring Non-Executive Directors receive letters of appointment, detailing their responsibilities; and
• Making recommendations to the Board about the appointment, removal or continuation in office of any Director.

Corporate governance code
The Group has adopted the QCA Corporate Governance Code ("The QCA Code"). The directors are committed to ensure the Group is managed in accordance with the principles set out in The QCA Code, or to explain where they do not comply and why.

IQGeo Group plc is subject to the UK City Code on Takeovers and Mergers by virtue of the fact that the company is managed and controlled in the UK.

Updated 28 March 2024

Principle 1:

Establish a strategy and business model which promotes long-term value for shareholders

In order to consistently direct our resources and measure the ongoing success of the business, IQGeo remains focused on tracking our progress against three top-line business goals that were initially established in January of 2019 when we rebranded the Company as IQGeo.

Global growth

Sales revenue and market share growth met our ambitious targets in 2023 across our key geographic regions of North America, Europe and Japan. Business momentum continues to build as we close projects with large Tier 1 and Tier 2 operators and establish a growing customer base with smaller and private Tier 3 and Tier 4 fibre network and electricity grid operators.

Recurring revenue

Our recurring software revenue stream is very well established and continues to show substantial growth. Increased recurring revenue grew through new customer project deals and software expansion with existing customers. Our sales methodology and product development priorities are working well together to support our “land and expand” business strategy.

Product innovation

In 2023 we successfully launched our Integrated Network and Adaptive Grid solutions, released new editions for our Network Manager products, and completed a full integration of the Comsof Fiber automated planning software. These milestone product innovations, as well as ongoing application development, position IQGeo as an industry leader for end‑to‑end network lifecycle solutions.

Principle 2:

Seek to understand and meet shareholder expectations

With IQGeo’s revenue growth and transition to profitability we’ve seen increasing investor interest in our business and we are working to enhance our communication to this important audience. The Company holds an Annual General Meeting (AGM) that is open to all current and potential investors.

As part of our active investor education activities, the CEO and CFO engage with investors through face‑to-face and virtual roadshow presentations held at least twice each year following the release of results. We also have a dedicated investor information portal on Proactive Investors that contains a summary of the Company’s latest financial news and video interviews with the CEO and CFO.

In 2022 the Company enhanced the investor area of the website to include more detailed financial and contact information. In addition to our general eNewsletter distribution, we also distribute periodic investor eNewsletters with relevant financial and market information.

Principle 3:

Take into account wider stakeholder and social responsibilities and their implications for long-term success

In addition to members, the Company believes its main stakeholder groups are its employees and customers.

The Company devotes significant time to understanding and acting on the needs and requirements of these two groups through dedicated meetings and activities designed to obtain feedback directly from the stakeholders.

With regard to corporate social responsibility (CSR), IQGeo is engaged in a range of CSR programmes through corporate activities sponsored by its regional offices. The Company encourages employees to participate in local activities by giving each employee an annual charity day to volunteer for an organisation of their choice. IQGeo facilitates charitable giving for our employees to financially support local and international charities through direct payroll contributions.

For your financial years of 2021, 2022, and 2023 IQGeo has assessed and offset the carbon emissions for the company to achieve Carbon Neutral Organisation status. Learn more about IQGeo’s carbon neutral status.

Principle 4:

Embed effective risk management, considering both opportunities and threats, throughout the organisation

Risk management as outlined in our Annual Report details risks to the business, how these are mitigated and the change in identified risks over the last reporting period.

The Board considers risk to the business at every Board meeting and the risk register is regularly reviewed. The Company formally reviews and documents the principal risks to the business at least annually.

Both the Board and senior managers are responsible for reviewing and evaluating risk and the Executive Directors meet at least monthly to review ongoing trading performance and discuss budgets, forecasts and new risks associated with ongoing trading.

Internal control

The Board of Directors has overall responsibility for the Group’s system of internal control and for reviewing its effectiveness. The risk management process and systems of internal control are designed to manage, rather than eliminate, the risk of failure to achieve the Group’s objectives. It should be recognised that such systems can only provide reasonable, but not absolute, assurance against material misstatement or loss. The Directors acknowledge their responsibilities for the Group’s system of internal control and for reviewing its effectiveness. The principal features of the system of internal financial controls include the following

• Budgetary control over all operations, measuring performance against pre‑determined targets on at least a monthly basis
• Regular forecasting and reviews covering trading performance, assets, liabilities, headcount and cash flows
• Authority covering key financial commitments including, but not necessarily limited to, capital expenditure, office lease commitments and recruitment
• Identification and management of key business risks

The Board continually reviews the effectiveness of other internal controls, including financial, operational and compliance controls and risk management.

Principle 5:

Maintain the Board as a well-functioning, balanced team led by the Chair

The Company is controlled by the Board of Directors. The Board comprises the Non-Executive Chair, five Non-Executive Directors and two Executive Directors. The Non-Executive Chair is responsible for running the Board and Richard Petti, the Chief Executive, has responsibility for running the Group’s business and implementing Group strategy.

The Non-Executive Directors are required to be available to attend Board meetings and to deal with both regular and ad-hoc matters and they are expected to commit sufficient time to fully discharge their responsibilities. All Non-Executive Directors have confirmed and demonstrated that they have adequate time available to meet the requirements of the role and that they have no conflicts.

Executive Directors work full time in the business and have no other significant outside business commitments.

All Directors receive regular and timely information on the Group’s operational and financial performance. Relevant information is circulated to the Directors in advance of meetings.

The Board is satisfied that it has a suitable balance between independence and knowledge of the business to allow it to discharge its duties and responsibilities effectively but will continue to review the composition of the Board regularly.

The Board holds full meetings at least eight times per year, with attendance required in person whenever possible.

The principal matters that it considers are as follows:

• Reviewing operating and financial performance
• Ensuring that appropriate management development and succession plans are in place
• Determining corporate strategy, including consideration and approval of the Company’s annual strategy review
• Consideration of dividend policy
• Approving and accepting all new committed funding facilities
• Approving and accepting major changes in the capital structure of the Company
• Reviewing and approving formal treasury policies relating to funding, liquidity, transactional foreign exchange and interest rate risk management
• Reviewing the health and safety, and environmental performance of the Group
• Approving corporate acquisitions, mergers, divestments, joint ventures and major capital expenditure
• Receiving, reviewing and approving recommendations by the designated committee on matters related to audit, nominations and remuneration
• 8 Board meetings were held in 2023.

Attendance at the meetings was as follows:

Total meetings attended

Paul Taylor 8 (8)

Richard Petti 8 (8)

Haywood Chapman 8 (8)

Robert Sansom 7 (8)

Ian Kershaw 6 (8)

Andy MacLeod 7 (8)

Max Royde 6 (8)

Carolyn Rand 8 (8)

Figures in brackets denote the maximum number of meetings that could have been attended by that person.

Principle 6:

Ensure that between them the directors have the necessary up-to-date experience, skills and capabilities

The Board of Directors has overall responsibility for the Group. Its aim is to provide the leadership and industry‑specific insight required to develop a successful business, through utilising the broad range of skills and experience of the Board members.

The Board is satisfied that, between the Directors, it has significant industry, financial, public markets and governance experience, possessing the necessary mix of experience, skills, personal qualities and capabilities to deliver the strategy of the Company for the benefit of the shareholders over the medium to long term.

The roles of the Chair and CEO are split in accordance with best practice. The Chair has responsibility of ensuring that the Board discharges its responsibilities and is also responsible for facilitating full and constructive contributions from each member of the Board in determination of the Group’s strategy and overall commercial objectives. The CEO leads the business and the executive team ensuring that strategic and commercial objectives are met. He is accountable to the Board for the operational and financial performance of the business.

The Nomination Committee of the Board oversees the process and makes recommendations to the Board on all new Board appointments. Where new Board appointments are considered the search for candidates is conducted, and appointments are made, on merit, against objective criteria and with due regard for the benefits of diversity on the Board, including gender.

The Nomination Committee also considers succession planning.

The Board carries out an evaluation of its performance annually; taking into account the Financial Reporting Council’s Guidance on Board Effectiveness.

Principle 7:

Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement

Board members are appointed with full consideration of the knowledge and skills that they will contribute to the Board and are aligned to the needs of the Company at that time. The Chair ensures that full consideration of the  development of the Board is addressed by reviewing the Board composition annually in consultation with the other Board members. The Board, through its Remuneration Committee, ensures that appropriate annual performance targets are set for Executive Board members.

The Chair routinely reviews the management and performance of the Board Committees and will address any performance concerns directly with the Chair of, and/or participants of, that Committee.

Principle 8:

Promote a corporate culture that is based on ethical values and behaviours

The Board believes that the promotion of a corporate culture based on sound ethical values and behaviours is essential to maximise shareholder value. These values are reinforced with employees by the management team through annual business review sessions and form the cornerstone of the employee performance review process.

The ethical standards at IQGeo are a key factor in the evaluation of individual performance and that of the entire Company.

Principle 9:

Maintain governance structures and processes that are fit for purpose and support good decision making by the Board

The Board of IQGeo Group plc currently comprises two Executive Directors, one Non-Executive Chair and five Non‑Executive Directors. For now, the Board considers its composition appropriate given the size of the Company, its revenues and profitability.

The key Board roles are as follows

Chair

The Chair is primarily responsible for the effective working of the Board in conjunction with management, leading the Board effectively and overseeing the adoption, delivery and communication of the Company’s corporate governance model. The Chair has sufficient separation from the day‑to‑day business to be able to make independent decisions. The Chair is also responsible for making sure that the Board agenda concentrates on the key issues, both operational and financial, with regular reviews of the Company’s strategy and its overall implementation.

CEO

The CEO is responsible for the operational management of the business and for the implementation of the strategy agreed by the Board. The CEO works with the Chair and Non-Executive Directors in an open and transparent way, keeping the Chair and Board up to date with operational performance, opportunities, risks and other issues to ensure that the business remains aligned with its key objectives.

The Board has three sub-committees as follows

• Audit Committee: See Audit Committee report for further details
• Remuneration Committee: See Remuneration Committee report for further details
• Nomination Committee: The Nomination Committee will consider the selection and re-appointment of Board members

The Nomination Committee has responsibility for the following matters

• Reviewing the size and composition of the Board to ensure that an appropriate mix of skills, knowledge and experience is achieved
• Succession planning for the Board and other key management roles
• Identifying and recommending to the Board candidates to fill Board vacancies
• Ensuring Non-Executive Directors are able to make the necessary time commitments to fulfil their role
• Ensuring Non-Executive Directors receive letters of appointment, detailing their responsibilities
• Making recommendations to the Board about the appointment, removal or continuation in office of any Director

During the period under review, the Nomination Committee has met twice on a formal basis. The Nomination Committee is expected to meet formally twice a year. A summary of Nomination Committee composition and attendance was as follows:

Total meetings attended

Robert Sansom (Chair) 2 (2)

Paul Taylor 2 (2)

Principle 10:

Communicate how the Company is governed and is performing by maintaining a dialogue with other relevant stakeholders

The Company views shareholders, customers, employees and the wider community as the key stakeholders.

The Company communicates with its shareholders through regular emails, the Annual Report and Accounts, full‑year and half-year announcements, the Annual General Meeting (AGM) and one-to-one meetings with existing and prospective shareholders.

The Company keenly engages with customers on their use of the products and their desire for future potential development. The Company consults with customers on opportunities for exploiting, or expanding, features and functions of their existing deployment to gain the benefits of further productivity and collaboration.

Each year the Company holds customer Meetup events in North America, EMEA, and Japan. During these interactive event, customers share their challenges and experiences with IQGeo products and engage in workshops and networking activities that promote collaboration with IQGeo and between customers. This provides an opportunity for the IQGeo team to learn directly from our customers and integrate their input into our product development roadmap and service offering.

The Company engages with employees on a regular basis through all-hands meetings, performance reviews and employee surveys. There is a well‑established internal communication process that provides employees with the latest product development, sales, IT and HR information, and essential corporate resources are made available to all employees on an internal IQGeo portal.

The Board invites senior management to attend specific Board meetings to discuss in detail aspects of performance and to gain greater insight on operations. Members of the Board visit the Denver and Cambridge offices from time to time on an informal basis to talk to staff and join Company events where appropriate and possible.

Updated 18 April 2024

Nominated Advisors and Brokers – Cavendish Capital Markets Ltd
1 Bartholomew Close, London, EC1A 7BL 
Tel : +44 20 7220 0500 
Website: www.finncap.com

Lawyers to the Company - Mills & Reeve LLP
Botanic House, 98-100 Hills Road, Cambridge, CB2 1PH 
Tel: +44 844 561 0011 
Fax: +44 1223 222252 
Website: www.mills-reeve.com

DAC Beachcroft
The Walbrook Building
25 Walbrook
London EC4N 8AF
Website: www.dacbeachcroft.com

Reporting Accountants – Grant Thornton LLP
Cambridge Office: 101 Cambridge Science Park, Milton Road, Cambridge, CB40FY 
Tel: +44 1223 225600 
Fax: +44 1223 225619 
Website: www.grantthornton.co.uk

Registrar - Link Group
Link Group, 6th Floor, 65 Gresham Street, London EC2V 7NQ
Website: www.linkgroup.eu

Corporate Headquarters and registered office
IQGeo Group plc, Nine Hills Road, Cambridge, Cambridgeshire, CB2 1GE
Tel: +44 1223 606655
Fax: +44 1223 535167 
Website: www.iqgeo.com

2023

• IQGeo Group plc Annual Report 2023
• Interim results for six months ended 30 June 2023

2022

• IQGeo Group plc Annual Report 2022
• Interim results for six months ended 30 June 2022

2021

• IQGeo Group plc Annual Report 2021
• Interim results for six months ended 30 June 2021

2020

• IQGeo Group plc Annual Report 2020
• Interim results for six months ended 30 June 2020

2019

• IQGeo Group plc Annual Report 2019
• Interim results for the six months ended 30 June 2019

2018

• IQGeo Group plc Annual Report 2018
• Interim results for the six months ended 30 June 2018

2017 

• Ubisense Group plc Annual Report 2017
• Interim results for the six months ended 30 June 2017 

2016

• Ubisense Group plc Annual Report 2016
• Interim results for the six months ended 30 June 2016 

2015

• Ubisense Group plc Annual Report 2015
• Interim results for the six months ended 30 June 2015

2014

• Ubisense Group plc Annual Report 2014              
• Interim results for the six months ended 30 June 2014

2013

• Ubisense Group plc Annual Report 2013
• Interim results for the six months ended 30 June 2013
• Ubisense Investor Day Presentation 17 June 2013

2012

• Ubisense Group plc Annual Report 2012
• Ubisense Group plc interim accounts June 2012

2011

• Ubisense Group plc Annual Report 2011
• Interim accounts for half-year end 30 June 2011

Number of Securities in Issue on 30 March 2024: IQGeo Group plc’s issued share capital is 61,706,490 ordinary shares of 2p each, with no shares held in treasury. 66,29% of shares are held in public hands, and 33.71% of shares are held by related parties. 
 

Significant shareholders

This information was updated as at 30 March 2024.

Notes: There are no restrictions on the transfer of securities.  IQGeo’s securities are not traded on other exchange or trading platform.  No shares are held in treasury.

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