Being a Board Member of the Society

Board Members of the Society for Petroleum Data Managers

This following outline of the responsibilities and expectations of Society Board membership, either as a Director or Deputy Director, has been prepared for the information of potential candidates. Please review and consider these items if you are contemplating standing for election.

Eligibility

You are eligible to stand for election to the Board if you are a bona fide member of the Society.

Board Objectives

The Board is responsible for the overall strategic management of the Society. It is expected to provide leadership and governance for the Society and act in the best interests of all the members of the Society by promoting the Society’s goals.

Responsibilities

Each Director is elected as an individual, not as a representative of their company and has an individual fiduciary responsibility to the members of the Society which transcends the individual's relationship to their employer. Directors are expected to work in a co-operative fashion and decisions are achieved by consensus as much as practicable.

The Board consists of four to eight Director and two Deputy Directors. Deputy Directors attend meetings of the Board but do not have voting rights except in the event of a Director’s absence.

Directors are elected for a term of two years at the time, and for a maximum of 3 consecutive terms.

Directors should

• Take every opportunity to engage with members of the Society to understand their needs and promote the benefits derived from membership.
• Promote the benefits of the Society to the upstream petroleum industry and seek financial resources and volunteer participation in support of the Society.
• Define, communicate, monitor and refine the Society's values and strategies.
• Operate within the limits defined by relevant statutes and the Society’s Articles of Association.
• Demonstrate leadership by embracing the spirit of collaboration and cooperation.

Time Commitment

The job of a Director requires the following time commitment:

• Attendance at annual/general meeting of the members that are held on such day in each year and when the directors may determine;
• Sufficient advance preparation and active participation at Board meetings;
• Active participation in ensuring performance in the interests of the members;
• Willingness to spend at least 5 hours per month (as a ‘rule of thumb’) on Board affairs in addition to attending two-monthly Board meetings.

Election

The Board consists of Directors elected at each Annual General Meeting of the Society, which is normally held in October or November of each year. Directors who wish to remain on the Board are required to stand for re-election at each AGM.

Statutory Obligations

Full details of the Statutory Obligations with which a Director must comply are available by following this link: https://lovdata.no/dokument/NL/lov/2001-06-15-59 and the main points are summarised below:

• Directors may not receive any dividends or loans from the Society
• Directors must ensure that Society accounts and finances are properly managed
• Directors must declare any conflicts of interest that may arise and must exempt themselves from any decisions in which they or their relatives have an interest

Expenses

All expenses by Directors are for their own account (or that of their employer), except in special circumstances as may be approved from time to time by the Board in the agreed manner.

Board Meeting Location

Board meetings will take place in locations as agreed from time to time by the Board. Meeting participation by telephone, video-conference and various other collaboration platforms will be perfectly acceptable, but in-person attendance is also encouraged.

Discussion amongst Directors between Board meetings is strongly encouraged, whether by email or other means.