Ownership

The team is a critical component of any business and is therefore of critical importance to ensure our success within FREDsense. FREDsense was born out of the Calgary 2012 iGEM project, which developed the initial ideas for the technology behind our toxin detecting device. While the team was composed of over 30 students, six key players have joined together to develop this technology into a feasible business. Because of the number of students and professors which were involved in the previous year's project, numerous tasks were assigned to determine our group's right to operate within the framework of the iGEM competition. Our approach to IP protection, and how we have collected our intellectual property can be found in the IP section of the wiki.

Company Structure

The founding members have divided themselves into distinct roles based on experience and skills in order to achieve our goals. These include the roles of Chief Technology Officer, Chief Operating Officer, Chief Marketing Officer and Chief Executive Officer.

Chief Executive Officer (CEO)

The role of Chief Executive Officer will be shared between David Lloyd and Emily Hicks. Their primary tasks will be to guide the general direction of the company by identifying potential avenues of funding, ensuring the communication of our project effectively to our board of directors, and further developing the business model. With significant experience leading competitive research teams over the past three years, they have both acquired the strong management and communication skills required for this role. While David has a strong technical background with an MSc in biochemistry, Emily brings her strong communication and public speaking skills to the team. Both have significant experience working together and will be integral in moving the company forward during the first five years.

Chief Technology Officer (CTO)

The role of Chief Technology Officer will be shared by Robert Mayall and Maggie Renaud-Young. Both have strong technical backgrounds and extensive experience in molecular genetics and electrochemistry. Robert has the primary technical experience in the electrochemistry. He has worked on developing a variety of electrochemistry-based sensors and will be leading the development of the reporting side of things. Maggie, nearing completion of a Ph.D. in molecular genetics, will be leading the strain development. Maggie’s extensive formal scientific training will help her ensure that the research and development activities are well designed and efficient. Robert and Maggie have been integral in developing the product to date and will lead the research and development activities of FREDsense during the first three years of operations.

Chief Operations Officer (COO)

Our Chief Operating Officer is Iain George. Iain will oversee key business milestones ensuring FREDsense is on track to rapidly meet market needs. Through hands on day-to-day interactions between the science, marketing and business groups, Iain will manage our corporate direction. Iain's operational leadership will ensure we meet our aggressive product development blueprint on time and within budget. Iain brings extensive experience managing large application-driven research projects at the University of Calgary. Nearing the completion of his Masters of Science in Cell and Microbial Biology, Iain has significant experience in microbial remediation, aiding the technical development of our monitoring technologies.

Chief Marketing Officer (CMO)

Lisa Oberding, our Chief Marketing Officer has been instrumental in constructing our market evaluation and will be responsible for ensuring our product is developed with an appropriate end-user focus. With formal training in petroleum microbiology, Lisa will be critical in assuring the design of our product meets the needs of the industry. In addition, with significant experience in graphic design, she will be responsible for advertising and marketing of our product through web, print, and other media outlets.

Advisory Board

In order to bring more depth to the team, particularly on the business and legal side of things, we have recruited a dedicated board of advisors. Their diverse skill sets will be able to help our team fill in some necessary gaps.

Dr. Lisa Gieg, Ph.D.

Dr. Lisa Gieg will be our primary technical advisor. Holding a PhD. from the University of Alberta, Dr. Gieg has extensive experience in petroleum microbiology. She has been integral in designing and developing this biosensor and will continue to advise us. With significant knowledge of oil sands microbial communities, she will be providing assistance on the development of our strain-sensing cartridges.

Dr. Chris Dambrowitz, Ph.D.

Also on the technical side is Dr. Chris Dambrowitz. Dr. Dambrowitz is the director of bioindustrial Strategic Initiatives for the Biorefining Conversions Network (BCN) in Alberta. An academic-industrial collaboration, the BCN works to develop novel bioproducts and bioprocesses. Dr. Dambrowitz has considerable experience in biotechnology. He has held managerial roles in a variety of biotechnology companies across Canada, including MDS Sciex and Blue Heron Biotechnology, and has worked with several technology accelerator programs. His unique combination of both technological and business experience will help our team in bringing these two critical areas together.

Robert Malach, J.D., LLM

Robert Malach is a law professor at the Haskayne school of Business within the University of Calgary. Specializing in business environment with extensive law experience, Dr. Malach has significant experience working as a legal consultant for start-up ventures. His legal and business knowledge will be critical for our team as the company develops.

John MacKay, LL.B, Law

John MaKay is the Executive Chairman and Chief Executive Officer of Mosaic Capital, a Calgary-based investment firm with investments in niche markets. With extensive knowledge and contacts in the investment world as well as experience developing his own company, John will advise us on how to best position ourselves to obtain funding as needed throughout the process of the company’s development.

Dr. Sean Caffrey, Ph.D.

Dr. Sean Caffrey will provide assistance in business development. Dr. Caffrey has a Ph.D. in functional genomics and currently works for Genome Alberta managing a large genomics research project. This project investigates how to use the microbes, genes, enzymes, and pathways indigenous to hydrocarbon resource environments to make energy extraction more efficient and less environmentally impactful. In addition to his skills in management and petroleum microbiology, Dr. Caffrey is also finishing up an MBA focusing on technology transfer. His knowledge in this area will be crucial to us as we transition our product from the bench to the market.

Dr. Navneet Sharma, Ph.D.

Dr. Navneet Sharma has significant experience in biotechnology. Holding a Ph.D. in molecular biology, Dr. Sharma has worked in the areas of process development, quality assurance, regulatory affairs as well as bio-manufacturing. He will integral for our team in assessing and overcoming the regulatory hurdles necessary to bring our products to market.

Dr. Anwar Haq, Ph.D.

Dr. Haq is an Executive Director to the Snyder Institute for Chronic Diseases where he implements and evaluates strategic business plans for the institute. With experience in market development, intellectual property, project management and business incubation experience, Dr. Haq has numerous skill sets to offer our team. He is member of Canadian Association for Management Consultants (CAMC), National Business Incubation Association (NBIA) and Canadian Association for Business Incubation (CABI). Dr. Haq will be assisting early on with financial projections, operations planning and project management.

Requirement for Additional Personnel

With a core group of individuals identified to lead the company through it's early development, it was additionally important to determine what positions our company would need in order to have success. While our present group has a detailed technical background, we lacked the business and legal framework required to achieve success within the company. We identified the most critical components of our business could be grouped into four key divisions listed below:

While many of these positions are not of critical importance within an early start-up framework, our group aims to bring on players with key skill sets in all four of these major divisions of our company. Achieving an advisory board (detailed below) of strong players with technical, business, and legal expertise has been our first step in bringing the right people into our company. The evolution of our team will occur as skill sets are needed, identifying business and technical experts to aid in engineering and prototype development of our system and in financial recording and accounting.

Research and Development

In order to develop our flagship product as well as further generations of the system, our research and development group will require individuals with backgrounds in a diverse array of scientific disciplines. For work on the biosensor component of the system, personnel with expertise in biochemistry, genetics, and microbiology will be required. Expertise will also be required in the fields of electrochemistry and analytical chemistry in order to continue work and development on the output of the system. Our team has extensive formal training and experience in these areas which will facilitate the development of this aspect of the technology.

Individuals with expertise in the fields of chemical, software, and hardware engineering will be required in order to develop the field-portable prototype device and the data transmission, management, and processing components of the system. As such, after the first research and development milestones are achieved, it will be necessary to bring on individuals with these skill sets in order to compliment our existing technical knowledge. During the initial stages of product development, our Chief Technical Officers, Robert Mayall and Maggie Renaud-Young will take the lead. Over the three years of our financial plan, we have budgeted to bring on additional individuals as skill sets are needed; namely an additional geneticist and electrochemisty in 2014 as well as an electrical engineer and a software engineer in 2015. These positions will all be compensated with salary, as outlined in the budget. As for all hired employees, we will target young, bright, recent graduates with demonstrated proficiency in order to keep costs affordable during our first five years.

Production and Quality Assurance

Once the development of our technology is further along, we will need to obtain skill sets in quality control and manufacturing. In order to develop our prototype and products, we have established a partnership with a group with expertise in manufacturing and industrial design here in Alberta: ACAMP. A not-for profit group, ACAMP is well established with a mandate of helping small technology-based businesses overcome hurdles related to manufacturing and quality assurance. As such, ACAMP will help design and implement the production strategy for our product. We feel that a strong partnership with ACAMP will help to ensure that our product will be developed in a cost effective manner and still meet the needs of our customers. Additionally, it will allow us to focus on other aspects of the business as the founding members so not have substantial experience in manufacturing design and operations. Our research and development team will work closely with the manufacturing team, in order to ensure that the required product specifications are incorporated into the final design. Our Chief Operations officer, Iain George, will ensure that production, quality assurance, and distribution processes are streamlined and that deadlines are met. In addition, in 2016, when operations will begin to ramp up, we will be hiring an operations manager in order to take over this position. This will also be a salary-based position as reflected in our five-year budget. In addition, 2 members will be hired in 2016 in order to help with the manufacturing and distribution of cartridges that will be done in-house at FREDsense Technologies.

Marketing and Sales

In order to properly market our product, we will need personnel with expertise in sales and marketing. This will allow us to to create an effective marketing strategy to achieve maximum market penetration. In addition, we will need to consult with business strategy and marketing professionals in order to conduct in-depth market and industry analyses for both our first target market as well as any future generation products that are produced. Our Chief Marketing Officer, Lisa Oberding will take the lead in this area, ensuring that we are creating products for which there is a need in the market, identifying potential market opportunities and market penetration issues, as well as designing our products in a way that meets the needs of our end-users and the demands of industry. We have a partnership already established with HydroQual Laboratories, an accredited toxicity monitoring company in Alberta. As a prospective customer, we have already begun conversation with them in order to better understand the diverse needs of this market. With major research and development activities wrapping up in 2015, we will at this point bring on a marketing officer in order to further these activities. This will also be a paid position.

Administration and Business Development

Personnel with expertise in administration and business development will need to be acquired in order to ensure the company is run in an effective and profitable manner. Specifically, a Chief Financial Officer with experience in accounting and corporate finances will be required in order to oversee and manage company finances. This position will be filled during the first full year of operations, by the end of 2014 and will be compensated by shares in the company. We will also require legal experts, both in corporate law as well as in intellectual property protection, to protect the interests of the company and its members. These roles will be outsourced on an as-needed basis as reflected in the legal section of our budget. To manage personnel in the company as further key individuals are brought in, we will acquire a part time administrative assistant in 2016 when production begins to ramp up. Finally, during the first five years, should the need arise, we are preparing to take on a new Chief Executive Officer, replacing Emily Hicks and David Lloyd. Although they will be responsible for overseeing the overall direction of the company during its initial start-up phase, with growth of the company, it will likely be important to attract someone with significant experience in this. This move may also allow us to be better positioned to obtain venture capitalist funding needed for late-stage production costs.

Contingency Plans

In the event that certain situations that could disadvantage FREDsense were to occur with regard to key personnel, we have developed a set of contingency plans that could be implemented. These are listed below for each outlined scenario.

Death of an Officer

Upon the death of an officer, the shares will be bought from the estate of the deceased by the company. These shares can then be bought by the founders of FREDsense at the current market value of the shares. If the remaining founders do not purchase these shares they can be purchased by other shareholders or kept by the company at the discretion of the board of directors. In the event the officer holds a joint position with another officer (Chief Executive Officer, Chief Technology Officer, or any other position in the future), the other officer will take full responsibility for this role. In the event that the officer has a unique position, a replacement will be brought in, with unanimous agreement from all remaining officers. This position would be compensated with shares in the company.

Officer Withdrawing From the Company

If an officer wishes to withdraw from the company then his/her shares may be purchased by the remaining founders for a negotiable amount. If the remaining founders do not wish to purchase these shares then they will be purchased by the company for the current market value of the shares. In the event the officer holds a joint position with another officer (Chief Executive Officer, Chief Technology Officer), the other officer will take full responsibility for this role. In the event that the officer has a unique position, a replacement will be brought in, with unanimous agreement from all remaining officers. This position would be compensated with shares in the company.

Advisor Withdrawing From the Company

If an adviser wishes to withdraw from the company then his/her shares, if applicable, may be purchased by the founders for a negotiable amount. If the remaining founders do not wish to purchase these shares then they will be purchased by the company for the current market value of the shares. If the skill set of the departing advisor is deemed valuable to the company by the board of directors, a replacement advisor will be sought by the company upon unanimous decision by the founders.

Inability to Obtain Required Skill Sets

If FREDsense is unable to attract the required skill sets when needed there are two contingencies that will be attempted in order. The first contingency will be to approach internship programs at local universities to attempt to obtain the necessary personnel before their training is entirely complete, provided they have adequate mentorship from within their university. Failing this, FREDsense will reallocate money in the budget to attempt to attract qualified personnel with a more competitive salary or compensation package, potentially through the issue of shares to the individual(s).

Inadequate Performance by an Officer

If an officer does not commit to the time commitment required by their position within the company, such as part- or full-time employment, then that shareholder will be deemed to be performing inadequately. In the case of inadequate performance the shareholder will be given one full year (365 days) during which they are to meet all required performance goals as outlined by their employment position. If the shareholder does not meet the required performance goals with one year their shares will be purchased by the company for their current market value and the employment of the individual will be terminated.

Incorporation

As a next step for our group, our six members have begun the process of incorporating our business. This has involved engaging legal professionals to maintain the rights of our company FREDsense Technologies. We have established a share structure, secured the name FREDsense Technologies, and begun to protect our identity as a corporation. We have also created an unanimous shareholders agreement (USA) to ensure that our team is working together strongly to build this company up in the future.