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Corporate Governance

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Amerisur Resources plc is committed to meeting high standards of corporate governance. The Directors are committed to maintaining throughout the Group the highest standards of business conduct and ethics, as well as full compliance with all applicable government laws, rules and regulations (including the UK Bribery Act, which came into effect in 2011). The Group is also committed to prompt and comprehensive corporate reporting and disclosure.

As an AIM listed company, Amerisur is not obliged to comply with the UK Corporate Governance Code ("the Code"), although the Board has used the Code as a guide for best practice guidelines and the Directors intend to comply with its main provisions as far as is practicable for a Company of our size and the international reach of our operations. The Board does not consider that the Company is fully compliant with the September 2014 version of the Code as yet, and as we are committed to continuing our journey of improving corporate governance at Amerisur, we will be seeking to be fully compliant in the future.

The Board of Directors comprises the Chairman, two Executive Directors, and five Non-Executive Directors.

All Directors are subject to election by shareholders at the first AGM after their appointment and to re-election at least once every 3 years.

The Board of Directors holds scheduled Board Meetings approximately six times per year plus such other ad hoc meetings as are deemed necessary to deal with urgent business matters.

The Company has established subcommittees of the Board, comprising an Audit Committee, a Remuneration Committee and a Nominations Committee, each of which has its own terms of reference.

For further detail on the Board committees please click here.


Internal Financial Control and Reporting

The Board is responsible for establishing and maintaining the Group's system of internal controls and reviewing its effectiveness. The procedures, which include financial, compliance and risk management, are reviewed on an on-going basis. The Board approves the annual budget and performance against budget is monitored and reported by the Board. The internal control system can only provide reasonable and not absolute assurance against material misstatement or loss. The Board has considered the need for an internal audit function but does not consider it necessary at the current time with the current controls in place and the relative complexity of the business.


Internal Relations

Amerisur aims to operate responsibly in its everyday business activities. The Company puts an importance on safety, integrity and transparency and treats its employees with respect and fairness. Amerisur recognises that employees and how they operate are critical to business success and in recognition of this, has in place a suite of policies addressing: ethical conduct, human rights, employment, health & safety and diversity.

 

Business Ethics


Ethical Conduct Statement

Amerisur conducts its business with a high ethical standard. The Company helps to manage its ethical conduct risks and protect its licence to operate through its approach to anti-bribery and corruption risk and fraud detection and awareness.


Conflicts of Interest Policy

Amerisur's Board is committed to ensure that any conflicts of interest are managed fairly. The Conflicts of Interest policy aims to take reasonable steps to maintain and operate effective requirements to identify and manage conflicts of interest.


Human Rights Policy

Amerisur wants its employees and wider stakeholders to be treated with dignity and respect. Amerisur endorses the UN Declaration of Human Rights. The Company does not tolerate child labour and forced labour; Amerisur respects freedom of association and the rights of employees to be represented by trade unions and work council and does not discriminate on the basis of gender, religion, age, disability and ethnicity. We encourage all who work with Amerisur to adhere to the same principles.


Modern Slavery Statement

Amerisur is committed to identify and combat slavery and trafficking in all parts of its business and supply chain. The Company's risk policies and processes seek to identify high risk areas. Training is provided for all employees and on-going review of the relevant company policies, audit processes and due diligence arrangements are in force.


Health & Safety Statement

Amerisur is committed to the safety of its staff and workplace. To support this aim we have achieved OSHAS 18001:2007 Occupational Health and Safety Management Standard, for our operations, which are intended to help to control occupational health and safety risks.


Employee Compensation Statement

Amerisur wants to provide the opportunity for staff to be part of a team and mutually share in our success. To help achieve this aim the Group operates an equity settled share based compensation plans for the remuneration of its employees.


Employment of Disabled Persons Policy

The Group maintains a policy of giving fair consideration to applications from physically disabled persons, bearing in mind their respective aptitudes and abilities. In the event of employees becoming disabled, every effort is made to ensure that their employment with the Company continues and that the appropriate training is arranged.


Diversity Statement

Amerisur recognises the benefits of diversity, including gender diversity, throughout the Company and on the Board, to help ensure there is an appropriate balance of skills and experience within the Company.


Quality Statement

Amerisur focuses on quality management and has in place an effective system to manage and improve the quality of their products or services. In support of this the Company has held ISO 9001:2008 Quality Management Standard since October 2012.



This page was last updated on 10th May 2017

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Board Committees

Written by ADMIN. Posted in About


Nomination Committee

The Nomination Committee is responsible for ensuring that the Board is well equipped to continue to discharge its responsibilities and to canvass future candidates for the position of Director, to ensure that the Company continues to be governed by suitably qualified people. Thus, the Committee is responsible for ensuring that the Board has the appropriate structure, competencies, experience, skills and independence of oversight to ensure effective functioning. The Committee recommends and reviews nominees for the appointments of new Director to the Board, and ensure there is due process used in selecting candidates.

The current members of the Nomination Committee are:

•  Giles Clarke (Chairman)
•  John Wardle
•  Stephen Foss
•  Chris Jenkins
•  Alex Snow


Remuneration Committee

The Remuneration Committee is responsible for determining and reviewing compensation arrangements for the Directors and the executive management. The Committee ensures that the remuneration practices of the Company move towards best practice and are linked with the interests of shareholders.

The members of the Remuneration Committee are:

•  Stephen Foss (Chairman)
•  Douglas Ellenor
•  Chris Jenkins
•  Dana Coffield
•  Alex Snow


Audit Committee

The key responsibilities of the Audit Committee are to:
•  Monitor the integrity of the annual and interim financial statements, including focus on significant judgements and estimates used in the accounts;
•  Review the effectiveness of financial and related internal controls and associated risk management (the full Board being responsible for oversight of strategic and operational risks); and
•  Oversee the relationship with our external auditors, including: reviewing their plans and audit findings; ensuring their continuing independence; and appraising the effectiveness of their work prior to considering their reappointment.

The members of the Audit Committee, all of whom are independent Non-executive directors, are:

•  Chris Jenkins (Chairman)
•  Douglas Ellenor
•  Stephen Foss

The Audit Committee Terms of Reference can be found here (PDF).



This page was last updated on 10th May 2017

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Board & Management Team

Posted in About

Amerisur has a strong Board and senior management team in place with significant technical and strategic expertise.


Giles Clarke (Chairman)

Mr Clarke has considerable experience in the City and a number of commercial interests. He is President of the England and Wales Cricket Board and Chairman of several private organisations. He founded Majestic Wine in 1981 and built it into a national chain of wine warehouses. He also co-founded Pet City in 1990, which he expanded nationwide before it was listed and subsequently sold in 1996 for $150 million. He also co-founded Safestore plc and orchestrated the sale of the company to Bridgepoint in 2003.


John Wardle (Executive Director - Chief Executive Officer)

Dr Wardle holds a B.Sc. in Mining Engineering from the University of Nottingham and a Ph.D. in Rock Mechanics and Geophysics from the University of Wales. He is an experienced drilling engineer, having worked with BP, and has held a number of senior management positions with oil exploration companies. Dr Wardle began his experience in Colombia in 1994, when he was working for BP Exploration Colombia, and subsequently was General Manager for Emerald Energy in Colombia, where he was responsible for the discovery of the Campo Rico and Vigia oilfields.


Nick Harrison (Chief Financial Officer)

Mr Harrison is a graduate of Liverpool University. He qualified with Arthur Andersen and subsequently worked at Deloittes, Midland Bank (International) and Coopers & Lybrand. He was Finance Director of Pet City plc and has been Finance Director of a number of private companies with international activities.


Alex Snow (Senior Independent Non-Executive Director)

Mr Snow has had a successful career in the City and has most recently been CEO of Lansdowne Partners LLP, the leading institutional investor. He was founder and CEO of Evolution Group PLC, the investment bank created in 2001 and subsequently sold in 2012 to Investec for £230 million. Mr Snow became Chairman of the investment banking division and member of the Board at Investec Bank PLC before leaving in 2013 to become CEO of Lansdowne Partners LLP. He stepped down from Lansdowne Partners on 31 December 2016.


Stephen Foss (Independent Non-Executive Director)

Mr Foss has over 30 years of experience in the capital markets industry, having spent his career in Australia, Canada and the UK. He previously led the Royal Bank of Canada´s International Equities business for Europe and Austral-Asia, prior to joining its global investment banking division in February 2011 to concentrate on senior client coverage, Sovereign Wealth Funds and origination in the natural resources sector. After graduating with a Bachelor of Arts with Honours from the University of Western Ontario, Mr Foss began his career at the Sydney Stock Exchange and subsequently held a number of senior management positions with another global investment bank.


Douglas Ellenor (Independent Non-Executive Director - Technical)

Mr Ellenor has over 37 years experience in the E&P industry, having spent 25 of those on international assignments with the Royal Dutch Shell Group in Australasia, Europe, and North and South America. Mr Ellenor left Royal Dutch Shell in 1996 after four years as CEO of the Shell Companies of Colombia to become CEO of the Colombian E&P company Hocol SA, a position he held until 1998. After a posting as Business Development Director in London with Nimir Petroleum Limited, he returned to Canada and established an oil and gas consulting company. In 2002 Mr Ellenor returned to Hocol SA on temporary assignment as CEO, serving until end 2004. In 2004-05 he was CEO of Orca Petroleum Inc.


Chris Jenkins (Independent Non-Executive Director)

Mr Jenkins, a chartered accountant (FCA), was a partner for more than 20 years in KPMG's London office, during a 30 year career with the firm. He was lead audit partner for six FTSE-100 companies. At KPMG he fulfilled various leadership roles in the global Energy and Natural Resources ("ENR") practice including UK Head of ENR and, in the global ENR team, initially head of audit, and then EMA regional chairman. Mr Jenkins continues to work with KPMG as a consultant. He is also an independent member of the Audit & Risk Assurance Committee at the Department for International Trade, having previously been a member of the same committee at UK Trade & Investment (UKTI).


Dana Coffield (Non-Executive Director)

Mr Coffield has over thirty years of international E&P experience. Between 2005 and 2015, he was co-founder and CEO of Gran Tierra Energy Inc. and during his ten years at the helm, the company successfully grew reserves and production year on year and became a leading player in the operationally challenging Putumayo basin in southern Colombia. Mr Coffield is well recognised in the oil and gas investment community, with government representatives and with industry peers for his accomplishments in South America and particularly in Colombia. Mr Coffield is currently co-founder, President and CEO of Corvus Resources Inc.



This page was last updated on 10th May 2017

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Our History

Posted in About

Key events in Amerisur Resources’ journey to becoming a cash generative producer are summarised below.

 

2017

• Asset acquisitions made in Caguan-Putumayo Basin (additional 60% Put-9, 58% Mecaya, 100% Terecay, additional 50.5% Tacacho)

• Successfully mobilised Serinco rig D10 to Pad 2N in north of Platanillo field to drill well Platanillo 22

• Platanillo 24 successfully drilled and placed on commercial production at a rate of approximately 420 BOPD

 

2016

• As at 31st December 2016, certified 1P gross field reserves were 15.11MMBO after production of 1.13MMBO during the period. 2P gross field reserves were 24.47MMBO

• Chris Jenkins appointed to the Board as a Non-Executive Director

• Successfully drilled Jaguarete-1 well in Paraguay and the infill well at Platanillo 8

• Successfully acquired Platino Energy (Barbados) Ltd from COG Energy for a total consideration of US$7 million

• Successful placing of new ordinary shares of 0.1 pence each in the Company to raise net proceeds of approximately US$35 million

• Drilling commenced on well Platanillo 24

 

2015

• Successfully acquired Petro Dorado South America SA Assets, which include a 30% working interest in the CPO-5 (ONGC Videsh Ltd holds a 70% working interest) and a 49.5% working interest in the Tacacho contract (Pacific Stratus Energy holds 50.5%)

• Loto-2 was drilled to a total depth of 10,320 ft MD, and a liner run and cemented. Two zones within the Mirador formation, L1 and L3 were tested, where electric log analysis indicated the existence of 54ft net pay.

• Stephen Foss appointed to the Board as a Senior Independent Non-Executive Director.

 

2014

• Successfully drilled Platanillo 7,17,16,15,18 and 20

• Platanillo-20 produced light oil from the T sand, confirming it as a separate oil reservoir and demonstrating future upside at Platanillo

• Joint venture agreement signed with Talisman Colombia, 50% each for Put-30

 

2013

• Successfully re-entered and side-tracked Platanillo 1, 2 and Alea-1

• Successfully drilled Platanillo 10, 11, 12, 14

 

2012

• Successfully drilled Platanillo 3, 4, 5, 9 and 6

• Successfully completed a placing of £26.5million

• Acquired a 60% working interest  and Operatorship of Put-12

 

2011

• Acquired two new licences within the Piriti and Pilar sedimentary basins in Paraguay

• Commercial agreement reached with Reto Petroleum Limited Columbian Branch to develop the Fenix Block together.

 

2010

• Successfully drilled Isabel-1 in the Fenix block

• Extended the Platanillo exploration area

• Successfully completed a placing of £13.7 million

 

2009

• Acquired 100% interest in Platanillo block, in line with strategy of gaining controlling interest in prospects

• Commerciality declared in Platanillo with Alea 1 and Platanillo 2 in production- 24 year term with option to extend

• Successfully drilled Iguasa-1 in the Fenix block

• Acquired 100% interest in two Paraguayan blocks – San Pedro and Curupayty

 

2008

• Appointed Operator of the Platanillo block

• Drilled Platanillo 1 and 2

 

2007

• Amerisur Resources was created in 2007 out of a shell listed Company on the London Stock Exchange

• Board strengthened with the appointment of Giles Clarke as Chairman, John Wardle as Chief Executive Officer and Nick Harrison as Finance Director

• Company name changed to Amerisur Resources to reflect its area of interest

 

2005

• Company enters Colombia through a farm-in agreement with Repsol to appraise & develop the Alea discovery in the Putumayo Basin

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Company Profile

Posted in About

Amerisur Resources plc is an independent full-cycle exploration and production oil and gas company focused on South America, with an extensive portfolio of assets in Colombia and Paraguay. In 2016 Amerisur successfully built and is 100% owner of the strategic OBA pipeline into Ecuador.

Amerisur is listed on the AIM market of the London Stock Exchange. The Company's headquarters are located in Wales, Great Britain with operational offices in Bogota, Colombia and Paraguay.

The current management team was appointed during the course of 2007 and has focused on delivering value to shareholders and taking Amerisur through to production. It has been successful in growing production capacity to 7,500 - 8,500 BOPD, which is currently constrained at around 4,200 BOPD.

Since 1st March 2017, OBA export volumes have averaged 4,113 BOPD.

Amerisur Resources has interests in the following prospects:

Colombia

• 100% of Platanillo - OBA cluster

• 50% Put-8 - OBA cluster

• 100% of Coati block evaluation area – OBA cluster

• 60% of Coati block exploration area – OBA cluster

• 60% Put-12 - OBA cluster

• 100% Put-9 * - OBA cluster

• 100% Put-30 *

• 30% CPO-5

• 100% Andaquies

• 58% Mecaya *

• 100% Tacacho *

• 100% Terecay *

* Subject to ANH approval

Paraguay

• Five blocks, approximately 5.8 million hectares 100% owned


The Company continues to review further prospects that offer new, near-term opportunities.

More detailed information about the Company's current prospects can be found under Operations in Colombia and Operations in Paraguay.



This page was last updated on 29th March 2017

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