Page 66 - Pakistan Oilfields Limited - Annual Report 2021
P. 66

CORPORATE GOVERNANCE








           nature of transaction and the     and the BoD. He has power to      Governance) Regulations,
           Company Secretary notify          set agenda, deliver instructions  2019, a formal and effective
           such transactions to the BoD      and he signs the minutes of the  mechanism is put in place
           within stipulated time. All such   board meeting. The Chairman      for an annual evaluation of
           holdings have been disclosed      ensures that the Directors        the BoD’s own performance,
           in the Pattern of Shareholdings   are properly informed and         members of BoD and its
           annexed to the Annual Report.     that sufficient information is    committees.
                                             provided to enable them to
           Conflict of Interest              form appropriate judgments.       The Board of Directors has set
                                                                               the following evaluation criteria
           Among Board                       The Chairman evaluates            to judge its performance.
                                             annually the effectiveness of
           Members                           the BoD as a whole.               •   Review of the strategic plans

           A formal Code of conduct                                               and business risks, monitor
           is in place governing the         The Chief Executive (CEO)            the Company’s performance
           actual or perceived conflict      is the executive director            against planned objectives
           of interest relating to the BoD   who also acts as head of the         and advise management on
           members of the Company.           Company’s management. He             strategic initiatives.
           Under the guidelines of code      is responsible for leading the
           of conduct, every director        development and execution         •   Working as a team, the BoD
           is required to disclose his       of the Company’s long-term           has the right blend of skills,
           interest in any contract,         strategy with a view to enhance      expertise and the appropriate
           agreement or appointment          value for shareholders. He is        degree of diversity. The BoD
           etc. These disclosures are        responsible for day-to-day           focuses on significant matters
           circulated to the BoD and it is   management decisions and for         such as strategy and policy.
           ensured that the interested       implementing the Company’s        •   Establishing adequate
           director does not participate     long and short term plans.           internal control system in
           in decision making and voting     The CEO also communicates            the Company and its regular
           on the subject. These facts       on behalf of the Company to          assessment through self
           are recorded in minutes of        the shareholders, employees,         assessment mechanism and
           meeting. Any such conflicts       Government authorities and           internal audit activities.
           of interests are recorded in      other stakeholders.
           Company’s statutory register                                        •   Relations with key
           while disclosures of related      Performance                          Stakeholders like Regulators,
           party transactions are provided  Evaluation of The                     Employees, Shareholders and

           in financial statements.          Board                                CBA are maintained by regular
                                                                                  and open communication.
                                             The Board of Directors acts
           Role of Chairman &                as governing trustees of the      •   Building interaction with
           Chief Executive                   Company on behalf of the             Management to seek and
                                             shareholders, while carrying         obtain sufficient input to
           The Chairman heads the                                                 support effective BoD
           BoD meetings and ensures          out the Company’s mission and        decision-making.
           effective functioning of the      goals.
           BoD. The Chairman acts as a       Under requirement of Listed       •   Ensuring that the Directors
           liaison between management        Companies (Code of Corporate         have full & common



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