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Annual Report 2010 - Ophir Energy

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30<br />

<strong>Ophir</strong> energy plc | <strong>2010</strong> ANNUAL REPORT<br />

gOvernAnce | CORPORATE gOvERNANCE sTATEmENT<br />

governance<br />

Corporate Governance Statement<br />

Drilling operations, Deepsea Stavanger<br />

compliance with the combined<br />

code on corporate governance<br />

This <strong>Report</strong> describes how the Company has applied the<br />

principles of the Combined Code on Corporate Governance<br />

(June 2008) (the “Code”) published by the Financial<br />

<strong>Report</strong>ing Council, including the extent of compliance with<br />

the provisions of the Code and the reasons for any matters<br />

where there is not currently full compliance.<br />

The Company’s shares are not presently listed and therefore<br />

the Company is not formally required to comply with the<br />

Code disclosures. Accordingly the disclosures herein are<br />

made on a voluntary basis. However, the Directors are<br />

committed to a high standard of corporate governance and,<br />

where practicable for a company of this size and stage of<br />

development, to applying the requirements of the Code.<br />

Board Operation, structure and<br />

committees<br />

The Board is responsible to shareholders for the proper<br />

management of <strong>Ophir</strong>. The Board has a formal schedule of<br />

matters specifically reserved for it for decision. In addition to<br />

formal matters required by the Companies Act 2006 to be<br />

set before a board of directors, the Board will also consider<br />

strategy and policy, acquisition and divestment proposals,<br />

approval of major capital investments and financial<br />

commitments, risk management policy, senior<br />

appointments, significant financing matters and<br />

shareholder reporting.<br />

To enable the Board to discharge its duties, all Directors<br />

receive appropriate and timely information and the<br />

Chairman ensures that the Directors take independent<br />

professional advice as required. Appropriate training is<br />

available where necessary. There is a clear separation of the<br />

roles of the Chairman and of the Managing Director. The<br />

Managing Director has responsibility for managing <strong>Ophir</strong>’s<br />

business, proposing strategy and leads the executive team<br />

which has responsibility for the execution of the strategy<br />

and operational matters.

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