The Board has established an Occupational Health, Safety & Environment Committee (Committee). This charter governs the operations of this Committee.
1.1 Membership
The Committee will consist of members of the Board and will comprise the Managing Director, the Deputy Chairman, and at least one independent non-executive director.
The Managing Director will be the chairman to align with his position of Executive Safety Manager under the applicable Queensland legislation.
2. Role
The Committee is responsible for:
(a) the planning, implementation, establishment, monitoring, management, assessment and review of risk control management and information systems in connection with occupational health and safety and environmental and cultural heritage concerns; and
(b) reviewing the adequacy of the Company’s compliance programmes to ensure compliance with all applicable laws, regulations and standards and any other regulatory requirements in respect of the environment, cultural heritage and occupational health and safety matters.
3. Meetings
The Committee will meet at least two times a year. Additional meetings may occur as the Chairman may decide in order for the Committee to fulfil its duties.
3.1 Agenda
An agenda and any supporting documentation will be sent to all members of the Committee prior to each meeting. The Company Secretary or an appointed alternate will be responsible for keeping minutes of the meetings together with copies of all materials put before the Committee. The Chairman will report the decisions of the Committee to the subsequent Board Meeting. Where practicable, copies of the agreed minutes will be sent to all directors of the Company.
3.2 Quorum
The quorum for the meeting will be a majority of the members of the Committee.
3.3 Attendees
The Committee may extend an invitation to any person to attend a meeting of the Committee. The Committee may meet with external advisors, any executive or other employee, any other non- executive director and may do so with or without management present.
3.4 Authority
The Committee is authorised to:
(a) seek any information it requires in order to perform its duties, from any employee of the Company; and
(b) obtain, at the Company’s expense, external legal or other professional advice on any matter within its charter.
4. Duties
4.1 Occupational Health and Safety
The principal occupational health and safety responsibilities of the Committee include, in addition to those matters already set out in the Mosaic Oil Risk Management Statement:
(a) reviewing and monitoring the effectiveness of Mosaic’s health and safety management systems, including the adequacy of the processes and internal controls in place to identify, assess and avoid health and safety risks;
(b) ensuring that management and contractors are provided with the necessary information to enable them to comply with the Company’s health and safety management systems;
(c) monitoring health and safety performance, including lead and lag indicators with a view to providing optimal outcomes for employees, the community and investors;
(d) monitoring the Company’s compliance with all relevant State and Commonwealth health, safety and environmental legislation;
(e) monitoring and updating when required, the Mosaic Oil Safety System;
(f) regularly reviewing health and safety risks and issues considered to be high or extreme and reviewing emergency action plans and contingency plans in relation thereto;
(g) reviewing any serious injury;
(h) reviewing the Company’s health and safety initiatives and programmes and most importantly, their success or failure;
(i) considering reports submitted by management on health and safety performance and issues; and
(k) updating as required, the Mosaic Oil Health and Safety Policy.
4.2 Environment and Cultural Heritage
The principal environmental and cultural heritage responsibilities of the Committee include, in addition to those matters already set out in the Mosaic Oil Risk Management Statement:
(a) monitoring the systems and processes the Company has in place to achieve compliance with all environmental laws and the requirements of regulatory authorities, and in particular, establishing and maintaining an appropriate “corporate culture” of safe working practices and concern for the environment, so as to comply with all applicable laws, regulations and standards;
(b) developing and fostering ethical standards consistent with the Company’s values having regard to the legitimate interests all relevant stakeholders who may have an interest in or be affected by the activities of the Company;
(c) identifying and addressing risks at each Company project, including consideration of native title and cultural heritage concerns and setting up procedures for ensuring that appropriate action is taken to ensure compliance with all relevant legislation and community expectations;
(d) reviewing the Company’s environmental and greenhouse gas footprint and tracking performance indicator trends and requirements;
(e) reviewing any major environmental incident with a view to providing the Board with detailed information and, if necessary preparing a report for the Chairman to be delivered at a general meeting;
(f) reviewing targets and monitoring their implementation;
(g) considering reports submitted by management on environmental performance and issues; and
(h) updating as required, the Mosaic Oil Environmental Policy.
5. Review
This Committee and this charter will be reviewed annually by the Board.