Website last updated 21 November 2017 in accordance with AIM Rule 26.
The following information is being disclosed for the purposes of Rule 26 of the AIM Rules for Companies.
The Board of Directors acknowledge the importance of corporate governance and Serica’s policy is to apply best practice and to adhere to the UK Corporate Governance Code as far as practicable and appropriate given the size and constitution of the Company.
The Board of the Company currently consists of two non-Executive Directors and two Executive Directors, one of whom is the Executive Chairman of the Board . Neil Pike holds the position of Senior Independent Director.
Following the announcement of the purchase of the Bruce/Keith/Rhum assets from BP and prior to the completion of the acquisition it is the intention of the Board that a further two non-Executive Directors be appointed to the Board to provide the depth and breadth commensurate with the Company’s expanded operations. All the non-Executive Directors are independent in character and judgement and have the range of experience and calibre to bring independent judgement on issues of strategy, performance, resources and standards of conduct which is vital to the success of the Group.
The Board retains full and effective control over the Company. The Company holds regular Board meetings at which financial, operational and other reports are considered and, where appropriate, voted on. The Board is responsible for the Group’s strategy, performance, key financial and compliance issues, approval of any major capital expenditure and the framework of internal controls. 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 annual report and accounts and ensuring maintenance of sound systems of internal control.
There is a clearly defined organisational structure with lines of responsibility and delegation of authority to executive management. The Board is responsible for monitoring the activities of the executive management. The Chairman has the responsibility of ensuring that the Board discharges its responsibilities. In the event of an equality of votes at a meeting of the Board, the Chairman has a second or casting vote.
All of the non-Executive Directors meet the requirements of independence prescribed in the UK Code. There is no formal Board performance appraisal system in place but the Corporate Governance and Nomination Committee considers this as part of its remit.
Serica Energy plc is incorporated in England and Wales. Its main countries of operations are the United Kingdom, Ireland and Namibia.
(adopted by special resolution passed on 25th June 2010)
The Company's shares are listed on AIM in London under ticker symbol SQZ and is a designated foreign issuer on the Canadian TSX.
There are no restrictions on the transfer of securities.
Peel Hunt LLP
120 London Wall
London EC2Y 5ET
Ernst & Young LLP
1 More London Place
London SE1 2AF
65 Gresham Street
London EC2V 7NQ
Herbert Smith LLP
London EC2A 2HS
Stikeman Elliott LLP
4b Frederick's Place
London EC2R 8AB
Link Asset Services
34 Beckenham Road
Kent BR3 4TU
The Company is subject to the rules of the UK City Code on Takeovers and Mergers.