Annual Report 2011 - PGS

Board of Directors’ report
employees are women (six percent of offshore
employees are women). Among our staff
working in Norway, 34 percent are women.
Our Board of Directors has four male and three
female directors.
At our headquarters in Lysaker, 21 percent of
management positions are held by women. 10
percent of women working for our organization
in Norway work on a part-time basis.
We consciously strive to improve the
nationality and gender diversity of our staff.
Long-standing practices include ensuring
that offshore crews are culturally diverse and
balanced, and that cultural sensitivity training is
offered at all levels of the organization. Recent
initiatives include a new cultural sensitivity
course being offered globally, the rollout of a
new appraisal structure for offshore crew that
includes cultural awareness criteria that can be
measured at the aggregate level and a renewed
strategic focus on women in our recruiting
programs for new graduates and offshore crew.
University educated employees include
geophysicists, geologists, engineers, and other
professionals. The average monthly salary of
active regular employee in December 2011 was
$7,807 ($5,672 for female employees and $8,446
for male employees) based on January 31, 2012
exchange rates.
Our headquarters are located at Lysaker
(Oslo), Norway. We also have offices in other
cities in Norway, and in 25 other countries:
Angola, Australia, Brazil, China, Egypt, France,
India, Indonesia, Japan, Kazakhstan, Libya,
Malaysia, Mexico, the Netherlands, Nigeria,
Oman, Russia, Sao Tome & Principe, Singapore,
Sweden, Turkmenistan, United Kingdom, United
Arab Emirate, United States of America, and
Vietnam.
Board of Directors and Corporate Governance
Our Board of Directors consists of Francis Gugen
(Chairperson), Harald Norvik (Vice Chairperson),
Holly Van Deursen, Annette Malm Justad, Daniel
J. Piette, Carol Bell, and Ingar Skaug.
The Board has established two subcommittees:
an Audit Committee, consisting
of Harald Norvik (Chairperson), Carol Bell and
Daniel J. Piette, and the Remuneration and
Corporate Governance Committee, consisting
of Holly Van Deursen (Chairperson), Annette
Malm Justad, and Ingar Skaug. The committees
act as preparatory bodies for the Board of
Directors and assist the Directors in exercising
their responsibilities.
We also have a Nomination Committee, elected
by our shareholders, consisting of Roger O’Neil
(Chairperson), Hanne Harlem and C. Maury
Devine.
The Board of Directors held nine meetings in
2011, including conference calls.
We are committed to maintaining high
standards of corporate governance. We believe
that effective corporate governance is essential
to the success of PGS and establishes the
framework by which we conduct ourselves in
delivering services to our customers and value
to our shareholders.
PGS is registered in Norway as a public limited
liability company, and our governance model
builds on Norwegian corporate law. We also
implement corporate governance guidelines
beneficial to our business.
Our corporate governance principles are
adopted by the Board of Directors. The
Board periodically reviews these principles.
Statements of our corporate governance
structure are described in more detail in the
corporate governance section of this annual
report. Our articles of association, in addition
to full versions of the rules of procedures for
our Board of Directors, the Audit Committee
charter, the Remuneration and Corporate
Governance Committee charter, the Nomination
Committee charter, and our code of conduct
are available on our website www.pgs.com
(under About us – Commitments – Corporate
Governance).
Since 2004, we have maintained a compliance
hotline operated by an external service provider
in order to facilitate reporting of any concerns
regarding inappropriate business conduct.
We encourage use of the hotline by anyone
who has concerns relating to compliance with
laws and regulations, breaches of our code of
conduct, fair treatment, or any other matter.
Concerns can also be raised directly with our
general counsel or any Board member.
Outlook Improving
Towards the end of 2011, we experienced an
increase in tendering activity primarily driven
by contract work in Baffin Bay, Offshore
Greenland, the Barents Sea, and the Norwegian
Sea. The positive trend has continued into 2012.
At the same time there is limited new capacity
entering the market. This combined with higher
market activity drives an improved supply/
demand balance in the market.
Activity in the Gulf of Mexico is increasing and
is expected to return to pre-Macondo levels
in the near future. Most of the major seismic
companies have been awarded permits for
seismic acquisition in the region. Angola
is another region where demand will grow
incrementally in 2012. Angola’s state owned
oil company, Sonangol, awarded 11 pre-salt
blocks to large international oil companies in
the first half of 2011. Late in the year, production
64 PGS Annual Report 2011