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An effective Board of Directors leads and controls the Group and has a schedule of matters reserved for its approval.
The Board is specifically responsible for:
Strategy is continually monitored and reviewed by the Board.
The following must be approved by the plc Board:
1. All matters not otherwise described below, which exceed the authority delegated to the Group executives.
2. Mergers and acquisitions transactions: a. Any acquisition or disposal of shares, assets, land or undertakings, the value of which exceeds £5m, by any part of the Group, (including any joint venture) b. The creation or termination of any joint venture c. Matters not in the ordinary course of business such as moving into a new business or into a new country of operation.
3. Strategy, budgets and business plans.
4. Audit, financial and other reporting: a. The annual and half-year results and reports b. Interim dividends and the recommendation of any final dividends c. Significant changes in accounting policies and practices such as the basis on which the accounts are prepared. d. Any notice of General Meeting and any other circulars to be sent to shareholders
5. Capital structure: a. Changes in the capital structure of the company and the issue of shares or other securities by the company.
6. Policies: a. Policies and guidelines in respect of treasury activities, hedging activities and taxation, including the respective related risk management strategy and framework. b. The Group's policies in relation to health, safety and environment, ethics and business behaviour and corporate social and community responsibility, including political and charitable donations.
7. Internal controls and governance: a. Oversight in respect of the Group's internal control and risk management arrangements (and any changes thereto), including the annual review of the effectiveness of the system of internal control b. Any amendments to the relationship agreement between the company and Partners c. The Group's corporate governance arrangements, including compliance with the combined code on corporate governance d. The Group's director and officer liability insurance e. Oversight in respect of major litigation (summary report to be presented to the Board at which annual and half year reports are to be approved).
8. Board, board committees, management, officers and advisers: a. The appointment or removal of directors and the Group company secretary, including their terms of reference b. The establishment of sub-boards and committees, their membership, constitution and terms of reference c. The appointment, re-appointment or removal of the auditors and their remuneration d. The appointment or termination of appointment of any other corporate adviser referred to in the company's annual report and accounts e. Appointment and removal of trustees of the Group's pension arrangements where the power of appointment or removal is reserved to the Board under the rules of the scheme.
9. Management development, remuneration and employee benefits: a. Upon the recommendation of the Remuneration Committee, policies for Executive remuneration, including remuneration of the executive directors b. Executive directors and other senior executive management succession c. The establishment of any new employee or executive share scheme or any amendment to an existing scheme, the rules of which require Board approval.
The biographies of the directors and their committee memberships may be viewed on the website.
Their responsibilities are set out below.
The Board has delegated authority to its committees on specific aspects of management and control of the Group.
The Board committees are:
Full terms of reference for each committee can be found by using the links above.
San Leon Energy is led by an outstanding team of specialist professionals.
Thu, 30 Aug, 2012
San Leon Energy plc3300 Lake DriveCitywest Business Campus, Dublin 24 Ireland
Tel: +35 31 291 6292Email: firstname.lastname@example.org
San Leon Energy plc84 Brook Street, London, W1K 5EHUnited Kingdom
Tel: +44 20 3617 3913Email: email@example.com
San Leon Energy plcMoniuszki 1A00-014 WarsawPoland
Tel: +48 22 378 9700Email: firstname.lastname@example.org