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Board of directors

Our Board is responsible for setting the purpose, values, and strategy for the Group and for overseeing the implementation of the behaviours expected of all employees. It sets the ‘tone from the top’ and seeks to ensure there is a strong and effective system of corporate governance across Petrofac.

René Médori, Non-executive Chairman

Appointed to the Board: January 2012

Senior Independent Director: September 2017

Non-executive Chairman: May 2018

Key strengths and experience

René Médori, Non-executive ChairmanRené has extensive international financial experience, with knowledge of balance sheet strengthening opportunities and financing arrangements. He has a well-established knowledge of governance and regulatory matters and a good understanding of operational and strategic management.

René was Finance Director of Anglo American plc from September 2005 to April 2017 and retired from the company in January 2018, after more than 12 years.

Until December 2017 he was a non-executive director of De Beers and Anglo American Platinum Limited. He was a non-executive director of SSE plc until December 2017 and Cobham plc until January 2020.

External appointments

Non-executive director of Vinci SA, Newmont Corp and Puma Energy.

Committees: Nominations committee (Chairman)

Tareq Kawash, Group Chief Executive

Appointed to the Board: April 2023

Key strengths and experience

Tareq Kawash, Group Chief Executive

Tareq has more than 30 years industry experience. He joined Petrofac from McDermott, where he worked for 21-years, most recently as Senior Vice President of its Global Onshore and Middle East Offshore business lines.

A strategic, high-performing leader with a wealth of operational and commercial experience, Tareq has completed both domestic and international assignments for mega onshore and offshore oil and gas projects.

Tareq is fluent in Arabic and has extensive experience of the Middle East, having lived and worked there for 18 years. Prior to McDermott's combination with CB&I in 2018, he was CB&I's Group Vice President, Engineering and Construction, International. Before joining CB&I in 2000, he worked with KBR for two years and Consolidated Contractors Company for seven years.

Tareq has a Bachelor of Science in mechanical engineering from Tufts University and a Master's Degree in mechanical engineering from the University of Virginia.

External appointments

Tareq does not hold any external appointments.

Afonso Reis e Sousa, Chief Financial Officer

Appointed to the Board: September 2021

Key strengths and experience

Afonso joined Petrofac in 2012 as Group Head of Structured Finance and accumulated a portfolio of increasing responsibility including Group Treasurer, Head of Tax and Group Head of Enterprise Risk. He has a background in investment banking, having begun his career with Deutsche Morgan Grenfell, and has extensive experience in corporate and project finance.

External appointments

Afonso does not hold any external appointments.

Matthias Bichsel, Senior Independent Director

Appointed to the Board: May 2015

Senior Independent Director: May 2018

Key strengths and experience

Matthias Bichsel, Senior Independent DirectorMatthias has more than 40 years’ experience in the oil and gas industry and extensive commercial and strategic capabilities. He has deep understanding of operational, project and technology management, with broad knowledge of sustainable development issues.

Until 2014, Matthias held several senior managerial roles over his 34-year career with Royal Dutch Shell. His last position was member of the Group’s executive committee and director of Capital Projects and Technology. Other positions include director of Petroleum Development Oman; President of Shell International Exploration & Production Inc and MD of Shell deepwater services in Houston; executive vice president global exploration and executive vice president technical of Shell Upstream in The Hague.

External appointments

Matthias is vice-chairman of Sulzer AG. He is also a non-executive director of Canadian Utilities Limited and of South Pole Group and a member of the advisory board of Chrysalix Energy Venture Capital.

Committees: Audit Committee, Compliance and Ethics Committee, Nominations Committee, Remuneration Committee (Chairman)

Sara Akbar, Non-executive Director

Appointed to the Board: January 2018

Key strengths and experience

Sara Akbar, Non-executive DirectorSara has more than 30 years’ experience in the oil and gas industry, with a unique insight into the Middle Eastern environment. She has wide-ranging international experience and significant operational and project management capabilities.

Until the end of 2017, Sara was Chief Executive Officer of Kuwait Energy KSC, which she founded in 2005 to leverage the opportunity for an independent engineering and production company in the Middle East and North Africa and Eurasia regions. She served in various positions in the oil and gas industry in Kuwait and internationally from 1981 to 1999. Sarah holds a BSc in Chemical Engineering.

External appointments

Sarah is the Chairman and CEO of Oil Serve and Chairperson of the Advisory Board to the American University of Kuwait. In addition, she is a member of the Kuwait Supreme Council for Planning and Development and an active member of the Board of Trustees of Kuwait’s Silk Territory project.

Committees: Nominations Committee, Audit Committee, Remuneration Committee

Ayman Asfari, Non-executive Director

Appointed to the Board: January 2002 

Non-executive Director: January 2021

Key strengths and experience 

Ayman Asfari, Non-executive DirectorDistinguished record with strong operational leadership skills and international focus. Extensive entrepreneurial and business development skills, a clear strategic vision, and an in-depth knowledge of the oil and gas industry.

Joined the Group in 1991 to establish Petrofac International, of which he was CEO. Following a corporate reorganisation in 2002 and acquiring the original US business and subsidiaries, became Group Chief Executive. In 2005, he led the successful initial public listing of the Company. He has 40 years’ experience in the oil and gas industry. Formerly worked as MD of a major civil and mechanical construction business in Oman. Stepped down as Group Chief Executive with effect from 31 December 2020.

External appointments

Ayman is the founder and Chairman of the Asfari Foundation. He is a member of the board of trustees of the American University of Beirut and member of the board of trustees for the Carnegie Endowment for International Peace. Fellow of the Royal Academy of Engineering and member of the Chatham House Panel of Senior Advisors.

He is the Executive Chairman of Venterra Group Plc.

Committees: Nominations Committee

David Davies, Non-executive Director

Appointed to the Board: May 2018

Key strengths and experience

David Davies, Non-executive DirectorExtensive international financial experience, including capital and debt raising as well as managing companies exposed to substantial and rapid change. Chartered Accountant with an MBA from the City University Business School. Served on the boards of listed companies in seven different countries.

David has more than 35 years’ experience as a financial professional with a successful career as CFO and deputy chairman of the executive board at OMV Aktiengesellschaft, as well as serving as group finance director for both Morgan Crucible Company plc and London International Group plc. Was formally a Non-executive director of Ophir Energy Plc until May 2019 and of Uniper SE until April 2020.

External appointments

David is a Non-executive Director of Wienerberger AG and an independent Member of the Supervisory Board of Gas Transmission System Operator of Ukraine LLC (GTSOU).

Committees: Audit Committee (Chairman), Compliance and Ethics Committee, Nominations Committee

Francesca Di Carlo, Non-executive Director

Appointed to the Board: May 2019

Key strengths and experience

Francesca Di Carlo, Non-executive DirectorFrancesca has an extensive background in various senior positions, specialising in corporate finance operations, strategy, audit, and human resources and procurement. Holds a BA in Economics from La Sapienza University in Rome. She began her professional career in 1987 in London at the UBS Group where she specialised in Corporate Finance.

Until September 2023, Francesca was the Head of Global Procurement of the Enel Group, having previously served in a variety of other positions, including Director of the People and Organisation, Director of Group Audit, and Head of Corporate Strategy. She covered a wide range of roles while at the Telecom Italia Group, including Head of Investor Relations, Head of Financial Planning and Head of Corporate Development and Mergers & Acquisitions, and was previously a director of Open Fiber, Italy’s largest broadband operator. Former Chairperson of Stream and Telespazio, as well as a former director of Sky Italy.

External appointments

Non-Executive Chairperson at Cero Generation.

Committees: Compliance and Ethics Committee (Chairman), Nominations Committee, Remuneration Committee

Aidan de Brunner, Non-Executive Director

Appointed to the Board: December 2023

Key strengths and experience

Aidan de BrunnerAidan has significant board, management, investment and financial advisory experience gained over 20 years across a variety of companies, including McLaren Group and London Southend Airport. Until 2019, he was a partner of Arrowgrass Capital Partners. He joined Petrofac’s Board in December 2023 for a limited period to drive engagement with finance providers, investors, and other stakeholders in an active review of strategic and financial options to deliver on Petrofac’s potential following its most successful period for new awards in many years.

Aidan received his Bachelor of Science in Mechanical Engineering from Bristol University, his Masters of Science in International Development from the School of Oriental and African Studies, and qualified in 2000 as a UK Accredited Chartered Accountant.

External appointments: Non-executive director of Babylon Holdings Limited

Committees: None

Board priorities

The main priorities of the Board are primarily:

  • to provide leadership and guidance to support the Group’s strategic priorities, with consideration to the Group’s financial performance
  • to concentrate on compliance and risk management processes and procedures to ensure they are fully embedded across the Group
  • to focus on flawless execution, maintaining our bidding discipline in order to secure new orders;
  • and to ensure succession plans are in place throughout the organisation.

Board roles

Each of our Directors has a varied career history and considerable effort has been taken to ensure that the Board retains the right balance of skills, capabilities, diversity, and industry expertise.

The Petrofac Board has been structured to ensure that no single individual can dominate decision-making processes and we believe all Directors are able to work together in an atmosphere of openness, trust, and mutual respect. There is a clear definition of Board responsibilities, with Directors collectively responsible for the development of strategy and the long-term success of the Company.

Annual Report - Board roles

Training, skills, and diversity on our Board

We invest a great deal of time and effort in appointing our Board members to ensure the right balance and mix of directors can be obtained. We consider experience, skills, diversity, and existing time commitments.

Upon appointment to the Board, the Chairman ensures that all new Directors undertake a comprehensive induction programme. This programme, developed by the Secretary to the Board, is intended to provide a broad introduction to the Group and allows the Company to account for Individuals’ differing requirements and to concentrate on key focus areas.

Our board's expertise

Board members

8

have operational/strategic management experience

Board members

7

have HSE experience

Board members

8

have leadership experience

Board members

5

have digital experience

Board members

6

have oil and gas experience

Board members

5

have engineering experience

Board members

5

have financial experience

Board members

8

have international experience

Board members

5

have regulatory and governance experience

Although our Board gender diversity objectives have been met, the Board recognises that much work remains to be done in terms of diversity, both within our senior leadership positions and across the organisation, and remains committed to improving diversity as a key factor in our strategic success.

You can find out more about our Director induction in our Nominations Committee report 2022.

Annual Report – Nominations Committee report

Board in numbers

25%

Female representation

Board in numbers

8

different nationalities represented

Board in numbers

150+ years

Board experience

Effectiveness and evaluation

Our annual Board evaluation provides the Board and its Committees with an opportunity to consider and reflect on how it operates and the quality and effectiveness of its decision making, the range and level of discussion, and for each member to consider their own contribution and performance.

The Board understands the benefits of annual performance evaluations, both for Directors on an individual basis, as well as for the Board as a whole. It continually strives to improve its effectiveness and believes these evaluations can provide a valuable opportunity to recognise strengths, and identify any weaknesses, thereby driving continuous improvement.

To find out more about our approach to Board evaluation and the outcomes of last year’s evaluation process, visit the dedicated section in our Annual Report.

Annual Report – Board evaluation 

Meetings and matters discussed

Each year the Board has a full programme of scheduled meetings, which are supplemented with ad-hoc meetings to review any items of business that need to be addressed before the next scheduled meeting. Dedicated strategy days and site visits also form part of our usual programme of events.

The Board met six times during 2022, returning to its usual schedule. Directors participated in all meetings using secure virtual meeting technology, dealing with matters efficiently and with the appropriate level of oversight and rigour.

You can find out more about our Board’s meeting attendance and matters discussed during the year in our Annual Report.

Annual Report – division of responsibilities