The Company complies with the principal provisions of the QCA Corporate Governance Code (the Code). This is an appropriate framework for the Company, given its size and quotation on the AIM market of the London Stock Exchange.
The Board is committed to delivering high standards of corporate governance. The Company complies with the principal provisions of the QCA Corporate Governance Code, further details of our application of the QCA Code can be found in the Company’s Annual Report and Accounts 2021. This is an appropriate framework for the Company, given its size and quotation on the AIM market of the London Stock Exchange.
The date of this statement is 25 May 2022.
The Board is collectively responsible for the long-term success of the Company. The Board is also responsible for setting and leading the Group’s strategic targets and objectives and ensuring that they are properly pursued and that major business risks are actively monitored and managed, which goes beyond regulatory compliance and puts the interests of Hurricane’s shareholders at the centre of the Board’s decision making so as to be accountable to the Company’s stakeholders.
The Board’s role and responsibilities are reviewed against the QCA Corporate Governance Code to ensure that it is meeting all its responsibilities. The Board’s responsibilities include: the development of strategy including exploration, appraisal and development activity; acquisition and divestment policy; the approval of major capital expenditure; the Group’s capital structure; the consideration of significant financing matters; and oversight and independent assurance of policies and procedures. The Board has always had an adopted set of matters reserved for the Board.
Currently, the Board is comprised of two executive directors (the CEO and CFO), a Chairman (independent on appointment), three non-executive directors and one independent non-executive director.
The Board as a whole has responsibility for ensuring that a satisfactory dialogue with shareholders takes place. It believes that shareholder dialogue is key to developing an understanding of the views of shareholders and encourages two-way communication, providing prompt responses to queries received orally or in writing. The Board also remains informed by monitoring the main movements in shareholdings and reviewing brokers’ reports.
In the normal course of business, the CEO and CFO are available to shareholders in investor meetings and at public events. The Chairman and Independent Director(s) are also available to shareholders, if communication through the normal channels fails to resolve a matter, or if it is felt inappropriate to discuss the matter involved with the CEO and/or CFO.
The Board has delegated certain responsibilities to committees in line with the provisions of the Code and to facilitate the business of the company. The terms of reference for these committees are available for download on our Corporate documentation page. Each committee reports on its activities and focus in the company’s Annual Report.
Audit and Risk Committee
The Audit and Risk Committee comprises Linda Beal (Independent Non-Executive Chair of the Committee), John Wright and David Craik. The Audit and Risk Committee has primary responsibility for monitoring the quality of internal controls and ensuring that the financial performance of the Group is properly measured and assists the Board’s oversight of the integrity of the financial statements and all financial reporting. In addition, it receives and reviews reports from the Company’s management and auditors. The Audit and Risk Committee meets at least three times a year and has unrestricted access to the Company’s auditors.
The Nominations Committee comprises Philip Wolfe (Chairman and Chair of the Nominations Committee), John Wright, David Craik and Juan Morera. The Nominations Committee has primary responsibility for evaluating the structure and composition of the Board with regard to the balance of skills , managing succession planning, recommending board appointments and evaluating the performance and effectiveness of each board of director.
The Remuneration Committee comprises John Wright (Chair of the Remuneration Committee), Philip Wolfe, Linda Beal, David Craik and Juan Morera. The Remuneration Committee determines and recommends to the Board a broad remuneration policy for the company chairman, non-executive directors, executive directors, company secretary and any other senior executives that the Board delegates to it. The Committee recommends to the Board and oversees the establishment of long term incentive schemes and granting of awards, and communicates and consults with shareholders on remuneration policy.
The Technical Committee is chaired by David Craik and its membership includes John Wright. The role of the Technical Committee is to consider and where appropriate peer review the critical technical judgements being made by management in formulating business and operational plans for the Company, and to provide oversight on reporting of Critical Technical Assessments, Reserves and Resources and Technical Function Organisation and Skills.
Environmental Social Governance (“ESG”) Committee
The ESG Committee comprises David Craik (Chair of the ESG Committee), Philip Wolfe and John Wright. The primary role of the ESG Committee is to support the Board in managing the Company’s ESG exposure, as well as integrating & embedding the management of ESG factors such as climate change and the energy transition into the Company’s strategy, culture and business plan.
We aim to create an inclusive culture in which employees of any background can be themselves and fulfil their potential. It is our policy to ensure there is no discrimination in employment, including in relation to gender, race, age, disability, marital status, sexual orientation, religious belief, health, safety and welfare.
39% of our workforce is female (as at May 2022).
Our commitment to acting with integrity, fairness and transparency is the cornerstone to the way we do business. Our Anti-Corruption and Bribery Policy and our work to impart our values and standards on all who work with us are testimony to that. We believe this approach is essential for delivering our strategy. Bribery and corruption risk is considered in our overall approach to risk management at Hurricane.
We have policies and procedures in place to manage ethical conduct risks. We also work on the detection and prevention of fraud and monitor and report any findings. Our framework covers our work with third parties as well as our own workforce. Ethical conduct standards give guidance in many areas including the procurement of goods and services and everyday production and operational activities.
We aim to encourage openness and will support colleagues who raise genuine concerns under this policy, even if they turn out to be mistaken. Concerns can be raised through an employee’s line manager, the Compliance Manager, the Company Secretary or through a dedicated independent whistleblowing service, SeeHearSpeakUp. Whistleblowers must not suffer any detrimental treatment as a result of raising a genuine concern.
Modern slavery is a very low risk for Hurricane, due to our size and the nature of our operations and direct suppliers. However, we are committed to implementing and enforcing effective systems and controls to ensure modern slavery does not take place anywhere in our own business or in any of our supply chains. We expect the same high standards from all of our contractors, suppliers and other business partners. As part of our contracting processes, we expect our suppliers to comply with the Modern Slavery Act 2015.