Notes for this page
Billion cubic feet
Barrels of oil equivalent
Barrels of oil equivalent per day
Barrels of oil per day
Caister Murdoch System
- CMS III
A group development of five satellite fields linked to CMS
Civil Society Organisation
China National Offshore Oil Corporation
Development Leadership Team
Delegation of Authority
Democratic Republic of Congo
Deferred Share Bonus Plan
Exploration and evaluation
Exploration and Appraisal
Exploration and Production
Earnings Before Interest, Tax, Depreciation and Amortisation
Environment, Health and Safety
Environmental Management System
Energy Resource Consultants
Executive Share Option Scheme
Front End Engineering and Design
Floating Production Storage and Offloading vessel
Financial Reporting Council
Financial Reporting Standard
Full Tensor Gravity Gradiometry
- FTSE 100
Equity index whose constituents are the 100 largest UK listed companies by market capitalisation
Fair Value Through Profit or Loss
Global Exploration Leadership Team
Ghana National Petroleum Corporation
Government of Uganda
Company and its subsidiary undertakings
International Accounting Standard
International Accounting Standards Board
International Financial Reporting Interpretations Committee
International Financial Reporting Standards
Information Management System
International Organization for Standardization
London Interbank Offered Rate
Lost Time Incident
LTI Frequency Rate measured in LTIs per million hours worked
Million barrels of oil
Million barrels of oil equivalent
Million standard cubic feet per day
Memorandum of Understanding
Mark To Market
Operational Readiness and Assurance
Reserves and/or resources estimates that have a 10 per cent probability of being met or exceeded
Reserves and/or resources estimates that have a 50 per cent probability of being met or exceeded
Production and Development
Pay As You Earn
Petroleum Revenue Tax
Production Sharing Contract
Performance Share Plan
Supplementary Corporation Tax
Share Incentive Plan
Senior Management Committee
Sale and Purchase Agreement
- sq km
Socially Responsible Investment
- UK GAAP
UK Generally Accepted Accounting Principles
Value Added Tax
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"Our role is to ensure that the composition of the Board and senior management has the right balance, skills and experience for Tullow."
Pat Plunkett, Chairman
The Committee comprises all the non-executive Directors and the Chief Executive Officer and meets as required. The Committee met twice during the year. The attendance of members at Committee meetings held in 2010 was as follows:
|Committee members and meetings attended|
|* Appointed 25 August 2010|
|Pat Plunkett (Chairman)||2|
- Reviewing the structure, size and composition of the Board and making recommendations to the Board with regard to any changes required;
- Succession planning for Directors and other senior executives;
- Identifying and nominating, for Board approval, candidates to fill Board vacancies as and when they arise;
- Reviewing annually the time commitment required of non-executive Directors; and
- Making recommendations to the Board with regard to membership of the Audit and Remuneration Committees in consultation with the Chairman of each Committee.
The Committee continually reviews the composition and balance of the Board and senior executive team to ensure that the Group has the right structure, skills and experience in place for the effective management of the Group’s expanding business. Such review includes a forward-looking analysis of the skills and diversity required of Board members to take Tullow to the next stage of its development. This analysis is reviewed and discussed with the Board, the primary aim being to schedule a progressive refreshment of the Board.
Key matters considered by the Committee during the year and subsequent to the year end were:
- African profile – with the assistance of a specialist search consultancy, a formal process was agreed to identify potential candidates with an African background to fill a new non-executive Director position. This resulted in the recommendation to the Board to appoint Tutu Agyare as an additional non-executive Director which the Board subsequently approved. Tutu Agyare who was born in the UK and educated in Ghana is currently a Managing Partner at Nubuke Investments, an asset management firm focused solely on Africa.
- Board refreshment – in recognition that both Steve McTiernan and Clare Spottiswoode have both been in office for nine years, the Committee recommended to the Board that the renewal of their terms of appointment should be for shorter periods than the usual three-year term. This was with a view to considering appointing new non-executive Directors in their place. In January 2011, the Board agreed that the term of appointment for Clare Spottiswoode be extended to 31 May 2011 and that for Steven McTiernan be extended to 28 February 2012.
Subsequent to the year end, and with the assistance of a specialist search consultancy which had been supplied with an agreed role specification, the Committee agreed a shortlist of candidates for a non-executive Director position. Following an interview selection process, the Committee made a recommendation to the Board to appoint Simon Thompson as an additional non-executive Director. This recommendation was approved by the Board on 8 March 2011. Simon Thompson’s appointment will be effective from 16 May 2011. Clare Spottiswoode will retire as a Director from the conclusion of the AGM on 12 May 2011.
- Chairman succession – the Chairman of the Board, Pat Plunkett, has advised the Board that he believes it is now timely to identify a successor Chairman to lead Tullow through the next phase of its growth. Pat has been Chairman since 2000, a period of exceptional growth and achievement for the Company. The Board expects to commence the search for a successor Chairman after this year’s AGM and aims to make an appointment prior to the AGM in 2012.
- Director mentoring – the Committee agreed that given their current work commitments it was impractical for the Executive Directors to assume other non-executive director positions to broaden their experience. However, in order to enable nominated Executive Directors to develop their skills, including dealing with investors, the Committee recommended that a firm of mentoring consultants be engaged to provide such services. Currently, three of the Executive Directors have commenced a mentoring programme with a mentoring firm.
- Senior management succession planning – the Committee has been closely involved with Executive Directors in reviewing the management talent pool within Tullow. This is with the aim of ensuring that there is an agreed programme to identify those individuals who could be developed to take on newly created senior roles as the Group grows, or, who could be considered as suitable candidates to fill existing roles should the opportunity arise.
The performance of the Committee was evaluated as part of the Board performance evaluation process.