Board meetings are scheduled to take place every two months with contact between meetings as required. The meetings are held to set and monitor strategy, review exploration and trading performance, examine acquisition possibilities and approve reports to shareholders. The matters reserved for the Board include, amongst others, approval of the Group’s long term objectives, policies and budgets, changes relating to the Group’s management structure, approval of the Group’s financial statements and ensuring maintenance of good systems of internal control. Procedures are established to ensure that appropriate information is communicated to the Board in a timely manner to enable it to fulfil its duties.
Details of Directors who served during the year are set out in the Directors’ Report. The Board is comprised of an Executive Chairman, two executive directors and a non-executive director. There are separate roles for the Chairman and the Chief Executive Officer.
The Board has established an Audit Committee, which comprises Non-Executive Director Gordon Stein (Chairman) and non-executive Director, Tom Reynolds. The Audit Committee meets twice a year and the external auditor is invited to meetings where appropriate. The main responsibilities of the Audit Committee are to review and report to the Board on matters relating to:
The Board has established a Remuneration Committee, which comprises Non-Executive Director Gordon Stein (Chairman) and non-executive Director, Tom Reynolds. The Remuneration Committee meets twice a year and reviews the performance of the executive Directors and the scale and structure of their remuneration having due regard to the interests of the shareholders. The Committee is also responsible for awards under the share option plan. No Director is involved in any decision relating to his own remuneration.
Audit Committee: Gordon Stein, Tom Reynolds
Remuneration Committee: Gordon Stein, Tom Reynolds