2011 Annual Report PDF - Tullow Oil plc
2011 Annual Report PDF - Tullow Oil plc
2011 Annual Report PDF - Tullow Oil plc
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Chairman’s introduction continued<br />
the median. The Remuneration Committee is cognisant of the<br />
current sensitivity relating to executive director remuneration<br />
but believes that a strong emphasis on long-term performancerelated<br />
pay continues to be appropriate and helps ensure that<br />
the <strong>Tullow</strong>’s remuneration policy does not encourage<br />
inappropriate risk-taking. Full details are set out in the<br />
Remuneration Committee report, which commences<br />
on page 88 of this report.<br />
Board time<br />
Uganda took up a considerable amount of the Board’s time<br />
again during <strong>2011</strong>, as would be expected given the strategic<br />
importance of this major project. Corporate responsibility –<br />
governance, environment, health and safety, human resources<br />
and stakeholder management – took up a third of the Board’s<br />
time, which underlines the importance of our wider social and<br />
environmental responsibilities. Strategy and risk management<br />
are core elements of the Board’s activities and in 2012 we will<br />
seek to increase the amount of time we spend preparing for the<br />
future and discussing the major opportunities and challenges<br />
that the Group faces. A full breakdown of Board time in <strong>2011</strong><br />
is on page 77.<br />
“Our goal in <strong>Tullow</strong> is to<br />
follow the principle that<br />
good behaviour is an<br />
integral part of doing<br />
your job and that full<br />
compliance is expected,<br />
whether you are staff,<br />
a contractor or supplier.”<br />
<strong>2011</strong> BOARD OBJECTIVES<br />
Corporate<br />
strategy<br />
Corporate risk<br />
Ensure sufficient Board time is given to strategic debate, listening to<br />
external views and the determination of new options to generate<br />
long-term value.<br />
Formally review corporate strategy at least annually.<br />
Principal risks and uncertainties in relation to the Group’s financial and<br />
operational performance in <strong>2011</strong> are set out in the risk management<br />
report on page 40. In addition the Board has an objective to ensure that<br />
major corporate risks continue to be identified and that adequate systems,<br />
processes and procedures are in place to monitor and mitigate them.<br />
Specific corporate risks currently identified are:<br />
1. External stakeholder relationships;<br />
2. Health and safety, with particular emphasis on malaria awareness and prevention;<br />
3. UK Bribery Act and <strong>Tullow</strong>’s Code of Business Conduct;<br />
4. Organisational capacity; and<br />
5. Maintenance of <strong>Tullow</strong> culture.<br />
Board<br />
Committees<br />
Implement succession plan for Chairman and non-executive Directors.<br />
Review and revise remuneration structure to align with current<br />
phase of growth.<br />
Re-visit composition of Board Committees.<br />
Further improve Board visibility both as a whole and as individual<br />
Directors and examine the effectiveness of internal communications in<br />
assessing the views of employees, both long-serving and new joiners.<br />
Training of<br />
Directors<br />
The Chairman is to agree formal training and development plans with<br />
each Director and review progress in completing these plans.<br />
Graham Martin<br />
General Counsel<br />
and Company Secretary<br />
Board<br />
administration<br />
A more thorough review of electronic/web-based Board administration<br />
systems will be made in <strong>2011</strong> to enhance Board efficiency.<br />
78<br />
<strong>Tullow</strong> <strong>Oil</strong> <strong>plc</strong> <strong>2011</strong> <strong>Annual</strong> <strong>Report</strong> and Accounts