Baltic Oil Terminals PLC recognises the need for Corporate Governance in accordance with the United Kingdom’s Combined Code and has taken measures to ensure that it is in compliance with the Code.
The Board of Directors
The Board currently consists of 3 members: The Chairman, The Chief Executive Officer and an independent Non-Executive Director.
The Board is responsible to the shareholders for setting the direction of the Company through the establishment of strategic objectives and key policies. The Board meets on a regular basis and considers issues of strategic direction, approves major capital expenditure, appoints and monitors senior management and any other matters having a material effect on Baltic Oil Terminals. Presentations are made to the Board by senior management on the activities of the Company.
All directors are subject to election by shareholders at the first opportunity following their appointment. In addition, directors will retire by rotation and stand for re-election by shareholders at least once every three years. As the Company grows and develops, the intent is to grow the Board accordingly. The Board is looking to add at least 1 further independent Non-Executive Director. The Board also recognises that at least 50% of the Board needs to consist of independent Non-Executive Directors.
Committees
The Nomination committee consists of the Chairman and the Non-Executive Director with input from the Chief Executive Officer, when necessary. These directors meet on a regular basis to review the performance of the executive directors and the need for further executive directors. The committee also reviews for succession planning for executive directors.
The Remuneration committee consists of the Chairman, who is considered to be independent in this role, and the Non-Executive Director. The committee is responsible for establishing and developing general policy on executive and senior management remuneration and determining specific remuneration packages for executive directors.
The Audit committee consists of the Chairman, who is considered to be independent in this role, and the Non-Executive Director. The Audit committee engages the auditors, reviews the work performed on the audit, reviews the internal controls and assesses the risk of the company.
- Meetings are normally attended, by invitation, by the Finance Director and a representative of the Company's Auditors.
Corporate Ethics
Baltic takes its ethical values seriously. Our Corporate Social Responsibility to all our stakeholders is considered when making decisions. We consider our business ethics at all levels of the organisation (see Corporate Citizen Policies) to ensure that the Company’s decisions take into account all our stakeholders.
Kaliningrad Terminal Operations Review
