We believe that good corporate governance is essential to fulfilling our obligations to our stakeholders and to operating as a good corporate citizen.
Our Board of Directors (“Board”) is Denbury’s highest governing body. The business, properties and affairs of the Company are managed by the Chief Executive Officer under the direction of the Board. The Board has responsibility for establishing broad corporate policies and for the overall performance and direction of the Company, but is not involved in day-to-day operations. Board members remain informed of Denbury’s business by participating in Board meetings, attending committee meetings, reviewing regularly provided analyses and reports, and engaging in thorough discussions with the Chief Executive Officer and other officers of the Company.
Denbury Board of Director Facts
- Denbury has eight directors on its Board
- All seven non-employee directors are independent
- Denbury has one female Board member
- Our directors represent a broad cross-section of backgrounds, experiences and expertise
- Our Board has separated the position of Chairman and CEO
- Our non-employee directors have regularly scheduled executive sessions without management present
- All Board members are subject to stock ownership guidelines to help ensure that their interests align with those of our shareholders
- The Board and each Board committee complete an evaluation every year to ensure they are operating efficiently and effectively and in accordance with governing rules and regulations
Our Board believes that good corporate governance is ever-evolving, and consequently it reviews our corporate governance guidelines, committee charters and other corporate governance documents at least annually with a view toward continuous improvement. Peer data and best practices are reviewed to ensure that we are at the forefront of successful and responsible corporate governance practices.
Highlights of Recent Governance Document Changes
- In 2013, based on investor feedback, the Board approved an expansion of the Reserves and HSE Committee’s oversight responsibility to include reviewing the Company’s strategy and initiatives in the area of corporate social responsibility and the Company’s reports regarding corporate responsibility activities prior to publication.
- In 2013, the Board approved a new committee, the Risk Committee, because it believed that a committee dedicated to risk oversight of certain areas would strengthen the Board’s oversight responsibility.
- In 2014, the Board approved an expansion to its primary responsibility as memorialized in its Corporate Governance Guidelines. The primary responsibility language changed from overseeing the “maximization of long-term stockholder value for the Company’s stockholders” to “maximization of long-term stockholder value for the Company’s stockholders, with due regard for the Company’s employees and other stakeholders.” The Board believes that this change was necessary to help communicate that all Denbury’s stakeholders are considered when making decisions and carrying out their oversight responsibilities.