Corporate Governance

Summary

• Annual election of all Directors;
• No loans to employees or Directors;
• No repricing of options;
• CEO is the only inside Director;
• An Audit Committee consisting only of independent directors;
• Adoption of formal Audit Committee Charter in May 2000;
• Adopted formal Code of Ethics in December 2002;
• No charitable contributions;
• Transparent accounting
  • Successful efforts accounting for natural gas and oil activities;
  • Mark-to-market accounting for hedges;
  • Employee options are expensed.
• Management and the Board of Directors own 23% of fully diluted shares;
• Incentives aligned.
• Stockholder Rights Plan designed to ensure that all stockholders receive fair value for their shares of Common Stock in the event of a proposed takeover.