Companies listed on the Oslo Børs have an obligation to maintain an up-to-date register of primary insiders. This register can be viewed at www.oslobors.no, and is replicated below.
Primary insiders within the Company include members of the board of directors, senior management, the company secretary and the secretary to the executive committee, as well as the Company's external auditor.
Name and office
Chief Executive Officer
Finance Director & Company Secretary
The Nominations Committee is established to review the structure, size and composition (including the balance of skills, knowledge and experience) of the Board and its committees, and to review succession planning for the Board and Senior Managers.
The Nominations Committee reports and makes recommendations to the Board in respect of any action required in these matters.
The Nominations Committee meets at least once a year to select and recommend changes to the Board and its committees, including the nomination of Chairman of the Board, chairmen of certain committees and senior independent Non-Executive Directors. It also ensures compliance with statutory, legal, and other regulatory requirements. The Nominations Committee reviewed the annual performance appraisals of all the Board members during the year. The Nominations Committee is chaired by Russell Edey and its other members are Barry Rourke and Gordon Wylie.
The Remuneration Committee meets at least twice a year and reviews the performance of the Directors and Executive Committee members, sets the scale and structure of their remuneration with due regard to the interests of the shareholders and the overall performance of the Group.
The Remuneration Committee also makes recommendations to the Board concerning the Company's overall philosophy and policy with respect to executive remuneration, bonuses and incentive arrangements including share and option awards, compensation payments and pension rights. The Remuneration Committee also makes recommendations to the Board concerning employee incentives, including the allocation of share issues to employees. Directors of the Group are not permitted to participate in discussions or decisions of the committee concerning their own remuneration.
The Remuneration Committee is chaired by the member who is recommended by the Nomination Committee as having the most appropriate experience and knowledge. The Remuneration Committee is chaired by Barry Rourke and its other members are Russell Edey and Gordon Wylie.
The Audit Committee is established to review the principles, policies and practices adopted in the preparation of the financial statements of Avocet and its subsidiaries,
as well as ensuring that any other formal announcements relating to the financial performance of the group comply with relevant statutory and regulatory requirements.
The Audit Committee is responsible for assisting the Board in discharging its responsibilities for the integrity of the Company's financial statements, the effectiveness of the systems of governance, risk management and internal control, and monitoring the effectiveness and independence of the external auditors.
The Audit Committee meets at least four times a year is chaired by Barry Rourke and its other members are Gordon Wylie and Russell Edey.
Safety, Health, Environment and Communities Committee
In 2011, the Board established a SHEC Committee that obtains assurance that the appropriate systems are in place to deal with the management of health, safety, environmental, and community relations matters.
This includes reviewing policies and procedures, assessing serious incidents and responses and ensuring ongoing compliance with appropriate local regulations and international best practice.
The SHE Committee meets at least four times a year. The Board determines and nominates the Chairman and members of the committee and it consists of not less than three members, of whom at least two are Non-Executive Directors. The SHE Committee is chaired by Gordon Wylie and its other members are Russell Edey, David Cather, Barry Rourke and Mike Donoghue.
In 2011, the Board established a Technical Committee to provide assurance to the Board as to the operational performance and operating risks of the Company, with particular regard to those areas where technical understanding is required.
It makes recommendations to the Board on all such technical matters.
The Technical Committee meets at least four times a year. The Board determines and nominates the Chairman and members of the committee and it consists of not less than three members, of whom at least one is a Non-Executive Director. The Technical Committee is chaired by Gordon Wylie and its other member is David Cather.