
The Board
The Board, which is responsible to shareholders for leading, developing and protecting the interests of the Company, currently comprises the Chairman, four independent Non-executive Directors, three Non-executive Directors representing substantial shareholders and two Executive Directors.
There is a clear division of responsibilities at the head of the Company through the separation of positions of the Chairman, David Prior (to be succeeded by John Conlin after the 2010 AGM) and Rowen Bainbridge, the Chief Executive Officer. The Non-executive Directors are of varied backgrounds and experience all of which is relevant to the management and operations of an upstream oil and gas business and the Board considers them to exercise independent and objective judgment.
The Board retains full and effective control over the Company. The Company holds regular Board Meetings, at least six per year, at which financial and other reports are considered and, where appropriate, voted on. In addition to these regular scheduled meetings, further meetings are arranged when necessary to review strategy, planning, operational and financial performance, risk and capital expenditure and human resource and environmental management. The Board is also responsible for monitoring the activities of the executive management.
The assistance of the Company Secretary is available to the Non-executive Directors who may, if needed, obtain independent professional advice, at the Company's expense, in the execution of their duties.
The Directors have recently established a Nominations Committee in addition to the Audit and Remuneration Committees. Corporate Governance and Health and Safety are dealt with by the full Board at the present time.