FIRST E&P has built a corporate governance system that conforms to the recognized standards, ensures the full exercise of the Company’s shareholders’ rights, and allows for establishing effective relationships with the shareholders, investors, and other stakeholders.
FIRST E&P’s business is conducted by its employees, managers and executive officers, under the direction of the Chairman and the oversight of the Board, to enhance the long-term value of the Company for its shareholders.
The Board of Directors is elected by the shareholders to oversee management and to ensure that the long-term interests of the shareholders are being served. Both the Board of Directors and Management recognize that the long-term interests of shareholders are advanced by responsibly addressing the concerns of other stakeholders and interested parties including employees, customers, suppliers, government regulators and the public at large.
FIRST E&P considers world class Corporate Governance a prerequisite and a cornerstone of sustainable growth. To that effect, the Board of Directors consists of three (3) Executive and five (5) non-Executive Directors. The Chairman is elected from the Non-Executive Directors and is responsible for ensuring the Company is governed in line with the business principles, policies, guidelines, and standards. Appropriate sub-committees have been established.
Further elements of the Governance Framework include:
- Internal control framework
- ERP system
- Appropriate policies and procedures
- Code of Business Conduct
- External Auditors (PricewaterhouseCoopers)
- External Legal Counsel (Odujinrin & Adefulu)
FIRST E&P believes that effective governance is at the core of the Company’s ability to operate successfully in Nigeria and in the global business environment. The Board of Directors of FIRST E&P is ultimately responsible to its shareholders for creating and delivering sustainable value and therefore oversees the governance framework and is committed to the very highest standards of corporate governance, which is critical to the integrity of the Company and to maintaining shareholders’ confidence.
The Board oversees the company’s strategy and ensures resources are available and appropriate controls, values, and standards are in place to deliver it. In addition, the Board has oversight responsibility for risk management, internal controls and financial performance of the company.
Formal schedules of matters are specifically reserved to the Board for decisions, which include:
- Approving material capital projects
- Investments and disposals
- The Company’s long-term finance plan
- Annual capital and revenue budget
- Any changes to the Company’s capital structure.
The Board has scheduled meetings throughout the year and holds additional meetings when required. The directors are expected to attend all board meetings and relevant Board Committee meetings and the annual general meeting of the company.
The Governance Principles are approved by the Board of Directors, and along with the Statutes of the Board Committees that provide the necessary framework for the governance of FIRST Exploration & Petroleum Development Company Limited.