Corporate Governance

Committed to the highest standards

The Board recognises its responsibility for the proper management of the Company and is committed to maintaining a high standard of corporate governance.

The Directors recognise the importance of sound corporate governance commensurate with the size and nature of the Company and the interests of its Shareholders. The Corporate Governance Code does not apply to companies admitted to trading on AIM and there is no formal alternative for AIM companies. The Quoted Companies Alliance has published the QCA Code, which includes a standard of minimum best practice for AIM companies, and recommendations for reporting corporate governance matters. The Directors take into account the Corporate Governance Code (and the QCA Code), to the extent they consider it appropriate and having regard to the size and resources of the Company.

The Group’s current system of corporate governance is summarised below.

Company’s directors

ADM Energy PLC has a three member Board of Directors comprised of

  • Peter Francis – Non-Executive Chairman
  • Osamede (Osa) Okhomina – Chief Executive Officer
  • Richard Carter – Chief Operating Officer
  • Manuel Lamboley – Non-Executive Director
  • Sir Henry Bellingham – Non-Executive Director
  • Dr Stefan Liebing – Non-Executive Director

Directors’ responsibilities

The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company, for safeguarding the assets, for taking reasonable steps for the prevention and detection of fraud and other irregularities and for the preparation of the financial statements which comply with the requirements of the Companies Act 2006. The Directors are responsible for preparing the annual report and the financial statements in accordance with the Companies Act 2006. The Directors have chosen to prepare financial statements for the group and the company in accordance with International Financial reporting Standards as adopted by the European Union (IFRSs).

Board Committees

Remuneration Committee

The Remuneration Committee consists of Peter Francis (Committee Chairman) and Manuel Lamboley. It is responsible for reviewing the performance of the senior executives and for determining their levels of remuneration. The Committee makes recommendations to the Board, within agreed terms of reference regarding the levels of remuneration and benefits.

Audit Committee

The Audit Committee consists of the Non-Executive Chairman: Peter Francis and Richard Carter. The Audit Committee meets at least two times a year to consider the annual and interim financial statements and the audit plan. The Audit Committee is responsible for ensuring that appropriate financial reporting procedures are properly maintained and reported upon, reviewing accounting policies and for meeting the auditors and reviewing their reports relating to the financial statements and internal control systems.

Policies

Anti-Bribery and Corruption

ADM Energy has a strict anti-bribery and corruption policy in line with the UK Bribery Act (2010). The Company will not accept employees giving or receiving bribes, intending either to obtain or retain business for the company, or to obtain or retain an advantage in the conduct of the company’s business.

The company is committed to comply with the Act and will enforce the same level of compliance throughout its operations. This applies to management, employees, contract staff and industry partners working on the Company’s behalf.

The Company's Investment Policy

ADM will seek to invest in opportunities within the natural resources sector, the oil services, power and energy sectors and in technology opportunities related to these sectors.