Corporate Governance Report
The Directors are committed to maintaining high standards of corporate governance, and propose, so far as is practicable given the Company’s size and nature, to comply with the UK Corporate Governance Code (“QCA Code”).
Mayan Energy QCA Statement
Mayan Energy has a comprehensive and enforced Social Media Policy. The Policy deals with the use of all forms of social media, including social networking, bulletin boards and blogs and applies to use of social media for business purposes as well as personal use. The Policy covers the Board of Directors, employees, officers, consultants, contractors, volunteers, interns, casual workers and agency workers. The Policy states that individuals covered by the Policy are prohibited from breaching the Company’s obligation to adhere to the rules of relevant regulatory bodies, including the AIM Rules for Companies and Market Abuse Regulations (“MAR”). Breach of this Policy may result in disciplinary action up to and including dismissal.
Under AIM Rules 10 and 31, the Company will consult with its nominated advisor in advance of information via social media.
The audit committee, which comprises Paulo G Amoruso and Charles Wood, have the primary responsibility for monitoring the quality of internal control and ensuring that the financial performance of the Company is properly measured and reported on and for reviewing reports from the Company’s auditors relating to the Company’s accounting and internal controls. The committee is also responsible for making recommendations to the Board on the appointment of auditors and the audit fee and for ensuring the financial performance of the Company is properly monitored and reported.
The remuneration committee, which comprises Paolo Amoruso and JD McGraw, is responsible for the review and recommendation of the scale and structure of remuneration for senior management, including any bonus arrangements or the award of share options with due regard to the interests of the shareholders and the performance of the Company.
Share dealing code
The Company has adopted a share dealing code appropriate for a company whose shares are admitted to trading on AIM and will take all reasonable steps to ensure compliance by the Directors, persons discharging management responsibility and any relevant individuals with all applicable laws and rules relating to share dealing.
Application of the City Code
As the Company was incorporated in and remains registered in the British Virgin Isles, it is not treated by the Takeover Panel as resident in the United Kingdom (“UK”), the Channel Islands or the Isle of Man and therefore it is not subject to the UK Takeover Code. However the Company has incorporated certain provisions in its Articles of Association which are broadly similar to those of Rule 9 of the Takeover Code. It should however be noted that as the Takeover Panel will have no role in the interpretation of these provisions, Shareholders will not necessarily be afforded the same level of protection as is available to a company subject to the Takeover Code which now has the effect of law for those companies within its jurisdiction.
For more information on the Company's Takeover Provisions please refer to Article 23 of the Company's Memorandum of Association and Articles of Association.