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CORPORATE GOVERNANCE

Goodrich Petroleum places a high value on corporate governance.

The Company, under the direction of its Chief Executive Officer and Chief Financial Officer, has established controls and procedures to ensure that material information relating to the Company and its consolidated subsidiaries is made known to the officers who certify the Company's financial reports and to the other members of senior management and the Board of Directors.

The Company is in compliance with all applicable rules of the New York Stock Exchange and the Securities and Exchange Commission. Goodrich recognizes that establishing strong corporate governance ensures the continuing objective of achieving long-term value to our shareholders by adhering to the highest level of ethical standards. We are dedicated to maintaining the high standards of financial accounting and reporting that we have established. The Company will continue to act with honesty and integrity in all of its business dealings. Key governance actions taken by Goodrich include:

  • The Board of Directors is comprised of at least 50% independent directors

  • The independent members of the Board meet regularly without the presence of management

  • The schedule and length of board meetings allows sufficient time for in-depth discussions, analysis and strategic planning and is designed to encourage interaction between directors and management

  • The charters of our Board committees clearly establish their respective roles and responsibilities

  • The Audit Committee has implemented policies consistent with the newly enacted corporate reform laws for auditor independence

  • Hein & Associates, LLP, our independent accountants, reports directly to the Audit CommitteeThe Company has an ethics policy (Code of Business Conduct), and an insider trading policy, to which our key corporate decision-makers must strictly adhere

  • All employees must affirm annually in writing their acceptance of the Code of Business Conduct

We will continue to evaluate our corporate governance policies to ensure that they reflect our commitment to good corporate governance.  Shown below are links to the Company's Corporate Governance Guidelines and its Code of Business Conduct as well as the charters of its Audit Committee and its Compensation Committee.

 

Corporate Governance Guidelines

Nominating and Corporate Governance Committee Charter

Code of Business Conduct and Ethics

Audit Committee Charter

Compensation Committee Charter