Corporate Governance
The Directors of Roxi Petroleum support high standards of corporate governance and have adopted procedures which the Directors believe demonstrate good corporate governance for the size of the Company. In addition, the Company intends to comply with the principles of the Corporate Governance Guidelines for AIM Companies published by the Quoted Companies Alliance in 2007, so far as it is practical for a Company of its size.
The Board consists of five directors, two of whom are Independent non-executive Directors. The Company holds a Board meeting at least once per quarter, at which time financial and other reports are considered and, where appropriate, voted on. Apart from regular meetings, additional meetings are arranged when necessary to review strategy, planning, operational, 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 team.
Following admission to AIM, the Directors established an audit committee and a remuneration and nomination committee with formally delegated rules and responsibilities. The audit committee meets twice a year and the remuneration and nomination committee meets once a year.
Audit Committee
The audit committee’s primary responsibilities is to determine and examine any matters relating to the financial affairs of the Company including the terms of engagement of the Group’s auditors and, in consultation with the auditors, the scope of the audit. The audit committee receives and reviews reports from the management and the external auditors of the Group relating to the annual and interim accounts and the accounting and internal control systems of the Group. In addition it considers the financial performance, position and prospects of the Company and ensures they are properly monitored and reported on. The audit committee comprises Clive Carver and Edmund Limerick and Clive Carver acts as the Chairman.
Remuneration and Nomination Committee
The remuneration and nomination committee’s primary responsibilities is to review the performance of the senior management, set and review their remuneration and the terms of their service contracts and consider the Group’s bonus and option schemes. The remuneration and nomination committee comprises Clive Carver, David Wilkes, Kuat Oraziman and Edmund Limerick and Clive Carver acts as the Chairman.
