Corporate Information

Audit Committee Charter

The Board of Directors (the “Board”) of CalAmp Corp. (the “Company”) shall appoint an Audit Committee (the “Committee”) of at least three members, consisting entirely of independent directors of the Board, and shall designate one member as chairperson. Members of the Committee shall be appointed by the Board upon the recommendation of the Governance and Nominating Committee, and may be removed by the Board in its discretion. For the purposes hereof, the term “independent” shall mean a director who meets the independence requirements of the Nasdaq Stock Market, LLC (“Nasdaq”) for directors and audit committee members, as determined by the Board. In addition, no Committee member may have participated in the preparation of the financial statements of the Company, or any current subsidiary of the Company, at any time during the past three years.