Corporate Governance is a reflection of the company’s culture, their relationship with stakeholders and commitment to values. ONGC has a pioneer in benchmarking its corporate governance practices with the best in the world.
ONGC Corporate Governance philosophy is based on the following principles:-
Achieving high level of transparency, openness and accountability and fairness in all areas of operation. Promoting ethical conduct throughout the organization with primary objective of enhancing shareholder’s value. Sound system of internal control to mitigate the risks.
Compliance of law, rules and regulation in true letter and spirit. Independent verification of the company’s financial reporting Strategic supervision by the board of directors of appropriate composition, size, varied experience and commitment to discharge their responsibilities. Timely and balanced disclosure of all material information to all Stakeholders. Protection of the interest of all Stakeholders
In recognition of excellence in corporate governance, the following awards have been conferred on ONGC: I.SCOPE Meritorious Award for Corporate Governance 2006-07 received II.ICSI National Award for Excellence in Corporate Governance 2003 III.Golden Peacock Global Award for Corporate Governance in Emerging Economics – 2005, 2007 and 2008 by World Council, U.K IV.Golden Peacock Award foe Excellence in Corporate governance by the Institute of Directors in the years 2002, 2005 and 2006.
The company is managed by the Board of Directors which explicates strategies, policies and reviews its performance. The board of Directors has an adequate combination of Functional and Non-Executive Director. The company has a practice of periodic retreats where all the members of the Board and senior officials of the Ministry of Petroleum & Natural Gas discuss issues of Corporate Strategy and Policy. The company being a PSU, all Directors are appointed/ Nominated by the President of India.
Board / committee Meetings and Procedures:
1.Institutionalized decision making process
2.Scheduling and selection of Agenda items for Board/Committee Meetings 3.Recording minutes of proceedings at the Board Meeting
4.Follow up mechanism
6.Training and evaluation of non-executive Board members
To have the benefit of cumulative knowledge and experience of the ONGC family, an assembly of the past and present members of the erstwhile Oil & Natural Gas Commission and Board is organized every year. The key Executives in-charge of Assets, Basins, Services and Institutes meet periodically with CMD and the functional Directors to review performance and to formulate future plans.
The company has the following committees of the board:
Audit & Ethics Committee:
The role of audit & ethics committee includes the following: i.Oversight of the company’s financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct , sufficient and credible. ii.Recommending to the board, the appointment, re-appointment and if required , the replacement or removal of the statutory auditor and the fixation of audition fees. iii.Approval of payment to statutory auditors for any services rendered by the statutory auditors. iv.Reviewing with the management , the statement of uses / application of funds raised through an issue, the statement funds utilized for purposes other than those stated in the offer document and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate recommendations to the board to take up steps. v.Reviewing with the management performance of statutory and internal auditors adequacy of the internal control systems. vi.Reviewing with the management, the quarterly financial statement before submission to the board of approval. vii.Reviewing the adequacy of internal audit...