Corporate Governance

The Eaga Board recognises the need for integrity and high ethical standards in all of its business dealings and is committed to high standards of corporate governance. The Board intends to meet at least six times a year.

Details of the members of relevant committees are set out below. These committees will meet on regular intervals as detailed.

The independent Board members are Charles Berry, Tracy Clarke, Roger Aylard, Quintin Oliver and Malcolm Simpson

Audit Committee

• Responsible for the integrity and clarity of financial results and financial statements; assessing the effectiveness of internal controls and risk management, reviewing internal audit effectiveness, and assessing the independence and objectivity of auditors.
• Meets at least four times a year.
• Comprises a minimum of three members, at least one with recent and relevant financial experience. All members are independent non-executive directors.
  The chairperson is Malcolm Simpson and the other members are Roger Aylard, Quintin Oliver and Tracy Clarke.
• Click to view the Audit Committee Terms of Reference (PDF will open in new window)

Remuneration Committee

• Responsible for the framework and policy regarding remuneration of the chairperson, executive directors and senior management.
• Meets at least twice a year.
• Comprises a minimum of three members; all are independent non-executive directors.
• The chairperson is Tracy Clarke and the other members are Malcolm Simpson, Roger Aylard and Quintin Oliver.
• Click to view the Remuneration Committee Terms of Reference (PDF will open in new window)

Nominations Committee

• Responsible for reviewing the structure, size and composition of the Board, including succession planning and the balance of skills, knowledge and experience.
• Meets at least once a year.
• Comprises a minimum of five members; a majority of which are independent non-executive directors.
• The chairperson is Charles Berry and the other members are Dave Routledge, Quintin Oliver, Drew Johnson and Roger Aylard.
• Click to view the Nominations Committee Terms of Reference (PDF will open in new window)

Risk & Internal Control

The Eaga Board is committed to ensuring maintenance of a sound system of internal control and risk management including:

• Receiving reports on, and reviewing the effectiveness of the risk and control processes;
• Undertaking an annual assessment of these processes;
• Approving an appropriate statement for inclusion in the Annual Report.

Eaga has adopted a Code on Share Dealings which applies to directors and relevant employees and incorporates the Model Code on securities dealings.

The Eaga Board have appointed Dave Routledge to act as the Executive Director responsible for health, safety, environment and security.