Chair’s Statement
The development and implementation of our strategy and monitoring of our progress against key strategic objectives remains one of the main areas of focus for the Board. The Board has also focused on overseeing how the Company is embedding commitment to environmental, social and governance matters in its culture and across all its operations. We recognise our responsibility for the proper management of the Company, the importance of sound corporate governance and engaging with our shareholders and wider stakeholders.
Our governance framework continues to evolve as the Company develops and grows in both size and complexity. The Corporate Governance Report on pages 107 – 110 of the 2022 Annual Report explains in detail the role of the Board and how Savannah has applied the principles of the QCA Code. In this Report, we aim to demonstrate to our shareholders and wider stakeholders how our governance framework helps us meet our objectives, realise our strategy and achieve long-term, sustainable success. Savannah adopts the 2018 Quoted Companies Alliance Corporate Governance Code for Small and Mid-Size Quoted Companies (the “QCA Code”) as the basis of the Group’s governance framework.
Steve Jenkins
Date of last review: 7 June 2023
Former Chair
Introduction to the QCA Code
The Board is collectively responsible to the shareholders of Savannah for the effective oversight and long-term success of the Company, and has adopted the QCA Code as the basis of the Group’s governance framework and reviewed its existing governance policies and procedures to align them with the recommendations of the QCA Code. The Corporate Governance Report on page 108 explains the
key features of the Company’s governance structure and describes how Savannah applies the QCA Code principles.
The Company has chosen not to establish a separate Nomination Committee or to appoint a Senior Independent Director as, at present, the Board considers that this would be unnecessarily burdensome in the context of the current size and complexity of the business. The Board intends to continue to keep these decisions under review as the business evolves.
Establish a strategy and business model which promote long-term value for shareholders
Savannah has clearly set out its vision for the medium to long term and regularly communicates this to its stakeholders. In addition, the Board meet on a regular basis to discuss the strategic direction of the Company, and the progress towards achieving its objectives. Savannah seeks to enhance and ultimately realise sustainable value for stakeholders through the successful delivery of material oil energy projects in Africa. To achieve this, Savannah follows the following model:
Hydrocarobons business model
Explore/Discover/Appraise
Through the acquisition of seismic and other geophysical data and detailed subsurface studies, we build exploration portfolios and identify drilling targets. Through exploration and appraisal drilling we find oil and gas reserves and resources to be produced and monetised in the future.
Develop/Produce.
We drill wells and install facilities to enable oil and gas reserves to be produced.
Process/Transport/Sell
We invest in infrastructure to process and transport produced hydrocarbons to end customers.
Reinvest/Acquire/Return
Our reinvestment strategy is to prioritise opportunities that have the potential to deliver high-quality cash flows and are net asset value-accretive. To this end, we expect to reinvest in projects that extend the economic life of our existing asset base and we plan to acquire assets that either have synergies with our existing portfolio, or represent new ventures which are aligned with our corporate purpose and strategy.
More detailed information on the Company’s business model, strategy and performance can be found in the Strategic Report on pages 1 – 101 of the 2022 Annual Report. The Company’s strategy, purpose, business model and Key Performance Indicators are subject to an annual review by the Board.
Renewable energy business model
Development
We carry out greenfield development by identifying suitable project sites, undertaking resource assessments and obtaining the necessary authorisations. Preliminary engineering is then carried out alongside environmental and social impact studies. We enter into long-term power purchase agreements and construction contracts and then procure project financing.
Construct
We construct power generation facilities along with the associated infrastructure required to connect to the electricity grid.
Operate
We manage the operational phase which involves the technical and commercial management of the project, with a focus on continued optimisation of energy production.
Reinvest/Acquire/Return
Our reinvestment strategy is to prioritise opportunities that have the potential to deliver high-quality cash flows and are net asset value-accretive. To this end, we expect to reinvest in projects that extend the economic life of our existing asset base and we plan to acquire assets that either have synergies with our existing portfolio, or represent new ventures which are aligned with our corporate purpose and strategy.
Seek to understand and meet shareholder needs and expectations
Website disclosure. The Board is committed to ensuring that there is open and effective communication with the Company’s shareholders on matters such as governance, strategy and performance-related remuneration, and that the Directors understand the views of major shareholders on such matters. The Company communicates with shareholders and potential investors through a variety of channels, including the Annual Report, regulatory announcements, operational updates and a proactive and comprehensive investor relations programme which is managed in line with operational developments, corporate news flow and the Company’s financial calendar.
The CEO and the Investor Relations team maintain regular dialogue with major institutional investors and analysts and provide the Board with regular reports on investor and analyst feedback. The Company holds investor roadshows throughout the year as appropriate. The Company’s representatives participate in a number of investor events. Presentations to investors are posted on the Company’s website. The CEO is available to meet with institutional investors to explain the Group’s strategy and performance and listen to investors’ views. The Chairman and Non-Executive Directors are also available to meet with shareholders on request. The Annual General Meeting (“AGM”) is usually also another opportunity for shareholders to meet and speak to members of the Board directly and the Company will keep shareholders updated on any opportunities to interact with the Board. The Company maintains a database of meetings held by the Directors with shareholders, potential investors and analysts. Reports on meetings held with existing and potential investors and briefings from the Company’s corporate brokers are provided to the Directors and discussed at Board meetings. Analysts’ reports received on the Company are reviewed and monitored by the senior management team and circulated to the Board as appropriate. Investor relations support is provided to analysts covering and initiating coverage of the Company.
The Company’s website provides the contact details of the Company’s Investor relations team: ir@savannah-energy.com
To date, our investor relations programme has included regular updates, calls, meetings, investor roadshows and our Annual General Meeting as well as participation in investor and industry conferences. The Company held several virtual investor roadshows during the year with investors in the UK, the US, Europe and South Africa. Regular contact is maintained with our lenders through a combination of physical and virtual meetings.
Take into account wider stakeholder and social responsibilities and their implications for long-term success
Website disclosure. The key stakeholders which the business relies on include its people, customers suppliers and partners, shareholders and lenders, governments, local authorities and regulators and local communities in the areas that the Group operates in. The Group takes a proactive and robust approach in recognising, assessing, managing and mitigating the risks facing the Company with the aim of protecting its employees, contractors and other stakeholders and safeguarding the interests of the Group and its shareholders.
- Our people.
We have an open, collaborative and inclusive management structure and engage regularly with our employees. We do this through a variety of methods, including a continuous feedback performance management process, structured career conversations, CEO internal announcements, town hall sessions, employee surveys, a corporate intranet site, Company presentations, away days, an employee newsletter, and our training and wellbeing programmes. In particular, we held a successful strategy event in September 2022, attended by over 50 of our senior managers and executives across the Group. During the year we also engaged through our Group-wide intranet site and continued our monthly “Lunch and Learn” sessions for all Group employees, which included external guest speakers. We provide an independent “Speak Up” whistleblowing service to enable all employees to report any concerns they may have relating to ethics, compliance and significant workplace issues. - Our host countries and communities.
We take a constructive and positive approach to working with local communities, seeking to maintain good relationships with them all. We engage with the local communities in which we operate via our social impact programmes. We maintain our social licence to operate by ensuring that our policies on safety, the environment and human rights are followed to the highest standards in our operations, projects and activities. Our social impact investment focuses on improving local living standards via health, education and agricultural initiatives, as well as the provision of drinking water and local infrastructure projects. Our projects also provide training to foster future economic self-sufficiency. In addition, we have implemented a local content policy designed to ensure that, wherever possible and appropriate, we prioritise qualified employees and suppliers from our local communities. Regular engagement meetings are held with the local communities in which we operate to discuss and manage any concerns proactively. These meetings also help us keep local stakeholders updated as we progress in our operations and projects. This process is also applicable to our local project contractors who engage with the communities as often as required. The regular interaction, through both formal and informal engagement meetings with local stakeholders, allows us to address any actual and/or perceived issues or concerns they may have, ensuring that our social licence to operate is maintained. The participatory principle is always applied, and wherever it operates, Savannah deploys stakeholder engagement and grievance management procedures in all engagement forums. - Governments, local authorities and regulators.
In 2022 we took a proactive and constructive approach to working with national and local authorities, as well as regulators in Nigeria and Niger. We contribute to government and local authorities in the countries in which we operate in the form of royalties, taxes and fees. Our cumulative payments to local governments in Nigeria and Niger since 2014 total US$199 million. - Our shareholders and lenders.
Our investor relations programme is designed to answer investor queries and provide public disclosure on results and other material developments within the business. It also ensures that shareholders’ views are communicated to our Board and are considered in the Company’s decision making. Our investor relations programme includes regular updates, calls, meetings, investor roadshows and our Annual General Meeting, as well as participation in investor and industry conferences. We also engaged with several of our investors’ ESG and stewardship teams during the year, including ahead of the 2022 AGM, and also in the second quarter of 2023 for our updated ESG materiality assessment. - Our customers, suppliers and partners.
Our senior management team engages in regular meetings with our customers, suppliers and partners, and we also participate in local industry events. The purpose of this engagement is to establish, manage and maintain relationships with these important stakeholder groups. In Nigeria, our Commercial team is responsible for identifying and marketing our gas to potential new customers. Supply chain procedures are in place which govern all procurement of goods and services and we have a comprehensive vendor contracting strategy in place. These ensure that ethical, regulatory and best practices are strictly adhered to. - All stakeholders.
The Company expects all its people, including suppliers, contractors and consultants to conduct their day-to-day business activities in a fair, honest and ethical manner, to be aware of and refer to the Anti-Corruption and Bribery policy in all of their business activities worldwide and to conduct business on the Group’s behalf in compliance with the policy. Management at all levels are responsible for ensuring that those reporting to them, internally and externally, are made aware of and understand this policy.
Embed effective risk management, considering both opportunities and threats, throughout the organisation
The Board has overall responsibility for establishing and maintaining the Group’s system of internal controls and risk management and reviewing its effectiveness. As with any successful company, delivering the Company’s business objectives and overall strategy will involve taking considered risks. The Group’s internal controls and risk management framework have been designed to assist the Board in making robust decisions to create and protect shareholder value by creating sustainable growth over the medium to long term.
The Board recognises that such a system has its limitations. Internal controls can only provide reasonable, not absolute, assurance against material misstatement or loss. The purpose of an effective risk management framework is to assess and manage rather than eliminate risk entirely, which involves Directors and senior management exercising a degree of judgement.
The internal control framework within which the Group operates includes the following key elements:
- organisational structures (functional matrix organisational structure), delegations of authority and reporting lines;
- Group accounting and control procedures to manage the Group consolidation and reporting requirements, including:
- review of monthly management accounts with comparison of actual performance against budget; and consideration of the outturn for the year; and
- monthly reconciliation of all key control accounts;
- budgetary process and monthly monitoring of the annual budget, business performance and deviations from the budget; and
- operational and strategic review processes for all aspects of the Group’s business.
A number of policies and procedures are also in place, as part of the Group’s internal control framework, which include the Group Anti-Corruption and Money Laundering policy, the Delegation of Authority system, Travel and Entertainment and Petty Cash policies.
The Board has undertaken a review of the effectiveness of the Group’s risk management and internal control systems, based on a report from the CFO, which provided comfort regarding all material controls, including financial, operational and compliance controls. The overall conclusion was that the risk management and internal control systems were effective in terms of ensuring consistent achievement of their key objectives in the current context of the Group. The principal risks faced by the business, their potential impact and how they are mitigated are described in the Principal Risks section on pages 93-101 of the 2022 Annual Report.
The Group’s whistleblowing, anti-bribery and corruption controls are described on page 110 of that Report.
Maintaining the Board as a well-functioning, balanced team led by the Chair
The Board is collectively responsible to the shareholders of Savannah for the effective oversight and long-term success of the Company. In 2018, Savannah formally adopted the QCA Code as the basis of the Group’s governance framework and reviewed its existing governance policies and procedures to align them with the recommendations of the QCA Code.
The Chair is responsible for leading the Board and ensuring that it remains effective in fulfilling its role.
He sets the Board’s agenda and ensures that there is appropriate focus on strategic issues and the monitoring of performance. The Chair promotes a culture of openness and debate within the Board, where Directors can discuss and challenge the actions of the executive management, as well as the views of all Directors, promoting good decision-making and ultimately supporting the Company’s long-term, sustainable success. The Company has chosen not to establish a separate Nomination Committee or to appoint a Senior Independent Director as, at present, the Board considers that this would be unnecessarily burdensome in the context of the current size and complexity of the business. The Board intends to continue to keep these decisions under review as the business evolves.
- Information.
The Board and its Committees are provided with high quality information on a timely basis in order to facilitate the proper assessment of the matters under consideration and the Non-Executive Directors are provided with access to all information they require and to external advice as necessary. The Board and its Committees are supported by the Company Secretary and the Company’s in-house legal team headed by the General Counsel with additional external advice sought as appropriate in relation to governance, statutory and compliance matters, as well as organising and circulating the meeting papers, as well as with other governance, regulatory and compliance matters. - Board composition.
The Board currently comprises nine Directors: the Non-Executive Chair, the Non-Executive Vice Chair, five Non-Executive Directors and two Executive Directors: the CEO and CFO. The Board is considered to be of an appropriate size, given the size and scope of the business, and balanced with the right skills and expertise. The names and responsibilities of the current Directors, together with their biographies can be found on Savannah’s website. Joseph Pagop Noupoué joined Savannah as a Non-Executive Director in April 2023 and was appointed Non-Executive Chair in June 2023. As previously announced on 7 June 2022, Steve Jenkins retired as Chair in June 2023 but remains on the Board as a Non-Executive Director. - Directors’ independence & time commitment.
The Board has considered and reviewed the independence and effectiveness of each Non-Executive Director, taking into account the guidance in the QCA Code, and is of the view that all Non-Executive Directors continue to be independent in character and judgement and free from relationships or circumstances that could affect their judgement. The Board considers that all Directors continue to be effective and committed to their roles and have sufficient time available to perform their duties. The attendance records of all Directors are disclosed within the Governance report in the Savannah’s annual report.
Ensure that between them the Directors have the necessary up-to-date experience, skills and capabilities
The Board believes that it is of an appropriate size given the size and scope of the business and that its members have the necessary balance of skills, knowledge, background and capabilities to lead the Company effectively. The Directors’ biographies, which can be found on Savannah’s website, illustrate the breadth of high calibre skills and experience that the Directors bring to the Board; to help deliver the strategy of the Company for the benefit of the shareholders over the medium to long term. These include appropriate industry, operational, risk management, financial, legal and regulatory experience and, in the case of the Non-Executive Directors, the willingness and ability to provide robust and objective challenge to the views and assumptions of senior management and other Directors.
- Appointments and diversity.
The Board places value on attracting Directors with diverse outlooks and experience, and the Remuneration encourages the inclusion of the best male and female candidates from all backgrounds when conducting external searches. On the Remuneration Committee’s recommendation, the Board makes appointments to achieve the balance of skills, outlook and experience needed, but does so solely on merit (and accordingly, the Group has not adopted a formal policy on diversity). - Training.
The Directors receive regular updates on market and regulatory developments and are provided training, as required, to ensure that their skills and experience are kept up to date. Regular briefings and updates from the Company’s NOMAD and external legal counsel including compliance with the Companies Act 2006, AIM Rules, the QCA Code and Market Abuse Regulation are reviewed by the Board.
Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement
In line with the recommendations of the QCA Code and following the recent appointment of new Directors, in H2 2023 the Board intends to undertake a full evaluation of its performance, including that of the Chairman, the Board’s Committees and individual Directors, as well as conducting an update of the Board skills matrix. The last evaluation was conducted on the basis of a detailed questionnaire followed by a discussion to assess the effectiveness of the current activities and processes, and to identify any possible areas for improvement.
The latest questionnaire focused on the following areas:
- balance of matters discussed at Board meetings;
- communications with shareholders and other stakeholders;
- effectiveness of the Chairman and the individual Directors;
- work of the Board Committees;
- relationship between the Non-Executive Directors and the Executive Directors; and
- governance arrangements.
The results were anonymised and the findings were presented to the Board for review. The results suggested that despite the constraints imposed by the Covid-19 pandemic the Board, its Committees and the individual Directors continued to be well briefed by management and to perform effectively. Actions arising from recommendations to further improve the effectiveness of the Board are being implemented, and will include the holding of periodic in-depth reviews of various aspects of strategy and risk, and a continuing focus on succession planning, in particular with a view to diversity on the Board. One recommendation already put into effect is that the Chief Operating Officer now routinely attends and reports at Board meetings.
Succession planning. The Board acknowledges the importance and the value of succession planning in order to ensure that the Group has the benefit of an appropriate mix of skills and experience as the business evolves. during 2024, following the recent appointment of the new Directors, the Board intends to undertake a full evaluation of its performance, that of its Committees and the individual Directors to ensure that the Board continues to function effectively and plans to update the Board skills matrix. Succession plans for the Board are informed by discussions around the Group’s strategy, objectives and forward plans, as well as an assessment of the Directors’ current mix of skills, experiences and personal qualities. Succession planning for key members of the senior management team is also an ongoing process. The Board places value on attracting Directors with diverse outlooks and experience, and the Remuneration and Nomination Committee encourages the inclusion of the best male and female candidates from all backgrounds when conducting external searches. On the Remuneration and Nomination Committee’s recommendation, the Board makes appointments to achieve the balance of skills, outlook and experience needed, but does so solely on merit.
The Board of Directors comprise of seven men and three women, while female representation in senior management is 32%.
Promote a corporate culture that is based on ethical values and behaviours
Website disclosure. Savannah’s purpose is to provide sustainable energy to Nigeria and Niger though exploration and production assets and, in doing so, the Company is committed to promoting a healthy and responsible corporate culture. Accordingly, a number of policies and mechanisms are in place to ensure that ethical values and behaviours and fair business practices are embedded in the way Savannah operates. The Company expects all employees, suppliers, contractors and consultants to conduct their day-to-day business activities in a fair, honest and ethical manner.
The framework of policies and procedures in place enables the Board to ensure that the Group’s employees and those who provide services to it act in accordance with high standards of ethical conduct; and that Savannah only does business with persons who are engaged in legitimate business activities and who use funds from legitimate sources.
- Anti-Corruption and Bribery policy.
The Company has adopted an Anti-Corruption and Bribery policy which applies to the Board and all employees of the Group. It generally sets out their responsibilities in observing and upholding a zero-tolerance position on bribery and corruption in all jurisdictions in which the Group operates, as well as providing guidance on how to recognise and deal with bribery and corruption issues and their potential consequences. The Group’s policy is circulated to all Group employees and is provided to any new joiners and consultants employed by the Group, to ensure it is embedded across the organisation and jurisdictions. All Group employees are required to confirm receipt of the policy and undergo anti-corruption and money laundering training on an annual basis. Management at all levels are responsible for ensuring that those reporting to them, internally and externally, conduct business in compliance with this policy. - Whistleblowing.
Savannah is committed to achieving high standards of conduct and accountability. Our functional matrix organisational structure allows employees to openly report legitimate concerns regarding any possible improprieties in financial reporting or non-compliance with applicable laws, regulations or Group policies, danger to health and safety, damage to the environment or other matters. The Company has a whistleblowing hotline and other mechanisms that enable the employees to raise any concerns without fear of penalty or punishment. The Compliance Committee regularly reviews whether these arrangements continue to function effectively.
Maintain governance structures and processes that are fit for purpose and support good decision-making by the Board
Website disclosure. The roles of the Chair and Chief Executive Officer are separate, with a clear division of responsibilities. The separation of authority enhances independent oversight of the executive management by the Board and helps to ensure that no one individual on the Board has unfettered authority.
- Role of the Chair.
In accordance with the principles of the QCA Code, the Chair is responsible for leading the Board and ensuring that it remains effective in fulfilling its role. He sets the Board’s agenda and ensures that there is appropriate focus on strategic issues and the monitoring of performance. - Role of the CEO.
The CEO is responsible for managing the day-to-day operations and the implementation of the strategy of the Company on behalf of the Board. The Company’s performance and development planning is considered by the Directors in the context of the Company’s overall strategy and goals, within the Company’s risk and governance frameworks and taking into account their impact on stakeholders in the longer term. With a culture of openness and debate, the Directors can discuss and challenge the actions of the executive management, as well as the views of all Directors, promoting good decision-making and ultimately supporting the Company’s long-term success.
The Board is collectively responsible to the shareholders of Savannah for the effective oversight and long-term success of the Company.
Matters reserved for the Board. In addition to matters required by the Companies Act 2006, the Board has overall responsibility for the Company’s strategy, purpose, business model, performance, capital structure, approval of key contracts and major capital investment plans, the framework for risk management and internal controls and governance matters and engagement with shareholders and other key stakeholders. The Board remains committed to understanding the needs of shareholders and the wider stakeholders and it always considers how the Board’s decisions impact them in the longer term. In “Section 172” on pages 40-45 of the 2022 Annual Report we explain who the key stakeholders are and how the Directors engage with them. The Board’s full responsibilities are set out in a formal schedule of matters reserved for its decision.
The Board delegates certain responsibilities to its Committees, so that it can operate efficiently and give an appropriate level of attention and consideration to relevant matters. The Company has an Audit and Risk Committee, a combined Remuneration and Nomination Committee, a Health, Safety, Security and Environment Committee and a Compliance Committee, all of which operate within a scope and remit defined by specific terms of reference determined by the Board. The 2022 Annual Report includes a report from each of these Committees and describes the work each Committee has undertaken during the year. The composition and role of each Committee is summarised on pages 111 to 122. The terms of reference of each Committee are available on the Company’s website.
Audit & Risk Committee. Its key responsibilities are:
- Reviewing the integrity and content of the financial statements, including reviewing and reporting to the Board on significant financial reporting issues and judgements;
- Reviewing the adequacy and effectiveness of the Group’s internal controls and risk management policies and systems ensuring that there are procedures in place for identifying the material risks, threats and opportunities, and that the Group’s internal control and risk management systems are embedded in day-to-day management and decision-making practices;
- Oversaw implementation of new ERP system and migration from previous system;
- Monitoring compliance with applicable regulations;
- Reviewing and approval of the annual audit plan and reviewing the audit findings with the external auditor; and
- Assessing external auditor objectivity and independence and reviewing the performance and remuneration of the external auditor.
Remuneration and Nomination Committee. Its key responsibilities are:
- Determining and reviewing the terms and conditions of service and termination of employment of Executive Directors and senior employees;
- Determining and reviewing the remuneration of Executive Directors and senior employees;
- Reviewing and approval of grants of shares or options, from time to time;
- Reviewing and recommending to the Board appointments and re-elections of Directors to the Board; and
- Reviewing the composition of the Board, the membership of the Committees and making recommendations to the Board on any proposed changes.
Compliance Committee. Its key responsibilities are:
- Reviewing and monitoring compliance controls, policies and systems to identify, assess, manage and report on compliance matters, including:
- maintaining adequate compliance procedures, policies and systems;
- the prevention of bribery, corruption, money laundering and countering of terrorist financing;
- gifts and hospitality, per diem payments, business relationships, including dealings with public officials, agents, intermediaries, consultants, contractors and advisers;
- mergers, acquisitions and major new projects;
- whistleblowing arrangements and reports;
- conflicts of interest; and
- legal and regulatory compliance risks.
- Assessing the adequacy and effectiveness of the compliance framework; and
- Communicating the Board’s commitment to compliance to the Group’s staff, contractors and other stakeholders.
Health, Safety, Environment and Security (‘’HSE&S”) Committee. Its key responsibilities are:
- Ensuring that the Company has an appropriate framework of policies, procedures, systems and controls in place in relation to the health, safety, operational integrity, security and environmental risks arising from the operations of the Group;
- Overseeing compliance with, and effectiveness of, the HSE&S framework;
- Promoting appropriate behaviours, decisions and culture;
- Communicating the Board’s commitment to these matters to the Group’s staff, contractors and other stakeholders;
- Receiving reports on all serious accidents and incidents within the Group, including corresponding actions taken by management; and
- Overseeing the quality and integrity of any reporting to external stakeholders regarding health, safety, operational integrity, security and environmental matters
Communicate how the Company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders
Website disclosure. The Board is committed to ensuring that there is open and effective communication with the Company’s shareholders on matters such as governance, strategy and performance-related remuneration, and that the Directors understand the views of major shareholders on such matters.
The Company communicates with shareholders and potential investors through a variety of channels:
- the Annual Report;
- regulatory announcements and operational updates;
- a proactive and comprehensive investor relations programme;
- the CEO and the Investor Relations team maintain regular dialogue with major institutional investors and analysts and provide the Board with regular reports on investor and analyst feedback;
- the Company holds investor roadshows throughout the year as appropriate;
- the Company’s representatives attend a number of investor events;
- presentations to investors are posted on the Company’s website at www.savannah-energy.com
- the CEO is available to meet with institutional investors to explain the Group’s strategy and performance and listen to investors’ views;
- the Chairman and Non-Executive Directors are available to meet with shareholders on request;
- the AGM, usually provides an opportunity for shareholders to meet and speak to members of the Board directly and the Company will keep shareholders updated on any opportunities to interact with the Board;
- reports on meetings held with existing and potential investors and briefings from the Company’s corporate brokers are provided to the Directors and discussed at Board meetings;
- analysts’ reports received on the Company are reviewed and monitored by the senior management team and circulated to the Board as appropriate.
Other stakeholders. Savannah is committed to seeking to create, add and realise value not just for its financial stakeholders but for its employees, local communities and its business partners. Savannah believes that maintaining effective stakeholder engagement programmes is essential. Environmental, social and governance aspects of the Company’s business are very important to Savannah and a number of initiatives are in place to support the communities in which we operate. More information can be found in the Sustainability Review starting on page 46 of Savannah’s 2022 Annual Report.
Shareholder votes. At the 2022 Annual General Meeting held on 30 June 2022, the largest number of votes cast against any resolution was 2.91% of the votes received.
At the 2021 Annual General Meeting held on 30 June 2021, the largest number of votes cast against any resolution was 0.90% of the votes received.
At the General Meeting held on 24 January 2022, to approve the proposed Exxon acquisition, approve the Petronas acquisition and to authorise further ordinary shares, EBT shares and warrant shares, and to disapply statutory pre-emption rights of these shares. The largest number of votes cast against any resolution was 16.67% of the votes received.
Presentations to investors are posted on the Company’s website here.
Copies of the historical annual reports and governance related material including notices of all general meetings over the last five years can be found on the Company’s website:
https://www.savannah-energy.com/investors/reports-presentations/
https://www.savannah-energy.com/investors/documents-circulars/
Notice of the 2022 AGM which was held on 30 June 2022 can be found on the Company’s website: https://www.savannah-energy.com/investors/documents-circulars/