Page 109 - Pakistan Oilfields Limited - Annual Report 2021
P. 109

Statement of Compliance with Listed Companies


           (Code of Corporate Governance) Regulations, 2019
           FOR THE YEAR ENDED JUNE 30, 2021




           THE COMPANY HAS COMPLIED WITH THE REQUIREMENTS OF THE REGULATIONS IN THE
           FOLLOWING MANNERS:


           1.  The total number of directors are seven as per the  4.  The company has prepared a “Code of Conduct”
               following, -                                       and has ensured that appropriate steps have
                                                                  been taken to disseminate it throughout the
                      a.  Male: 7
                                                                  Company along with its supporting policies and
                      b.  Female: None                            procedures;

               The regulation related to representation of    5.  The Board has developed a vision/mission
               female director on the Board is not yet applicable   statement, overall corporate strategy and
               as the manner and terms and conditions are         significant policies of the Company. The Board
               not specified by the Securities and Exchange       has ensured that complete record of particulars
               Commission of Pakistan at the time of election of   of significant policies along with their date
               Directors of the Company.                          of approval or updating is maintained by the
                                                                  Company;
           2.  The composition of the Board is as follows:

                    Category                Names             6.  All the powers of the Board have been duly exercised
                i.  Independent     Mr. Shamim Ahmad              and decisions on relevant matters have been taken
                   Directors ***    Khan                          by the Board/shareholders as empowered by the
                                    Mr. Tariq Iqbal Khan          relevant provisions of the Act and these Regulations;
                ii.  Other Non-     Mr. Laith G. Pharaon *
                   Executive        Mr. Wael G. Pharaon**     7.  The meetings of the Board were presided over by
                   Directors        Mr. Abdus Sattar              the Chairman. The Board has complied with the
                iii.  Executive     Mr. Shuaib A. Malik           requirements of the Act and the Regulations with
                   Directors        Mr. Sajid Nawaz               respect to frequency, recording and circulating
          *    Alternate Director Mr. Shuaib A. Malik,            minutes of meeting of the Board;
               Chairman & Chief Executive Pakistan Oilfields   8.  The Board has a formal policy and transparent
               Limited
                                                                  procedures for remuneration of directors in
          **  Alternate Director Mr. Babar Bashir Nawaz           accordance with the Act and these Regulations;

          ***  Best practices of corporate governance          9.  Out of seven directors, five directors meet the
               entail having an optimal number and mix of         exemption requirement of the Directors’ Training
               board members with adequate skills and             Program and two directors have obtained the
               experience.                                        Directors’ Training Program certification in prior
                                                                  years;
               The current Board of Directors of the
               Company adequately meets this requirement.     10. The Board has approved appointment of Chief
               Further, existing independent directors play       Financial Officer, Company Secretary and Head
               an effective part within the Board and make        of Internal Audit, including their remuneration
               valuable contribution. Therefore, the fraction     and terms and conditions of employment and
               (2.3) has not been rounded up.                     complied with relevant requirements of the
                                                                  Regulations. The Company Secretary and Chief
           3.  The directors have confirmed that none of them     Financial Officer is the same person, however,
               is serving as a director on more than seven listed   duties of both positions are distinct and clearly
               companies, including this company;


                                                                                     ANNUAL REPORT 2021        107
   104   105   106   107   108   109   110   111   112   113   114