Published on
EXHIBIT
4.4
EUGENIC
CORP.
PETROLEUM AND NATURAL GAS
COMMITTEE CHARTER
This
Petroleum and Natural Gas Committee Charter (the “Charter”) has been adopted by
the Board of Directors (the “Board”) of Eugenic Corp. (the
“Company”). The Petroleum and Natural Gas Committee of the Board (the
“Committee”) shall review this charter annually and recommend any proposed
changes to the Board for approval.
Role
and Independence: Organization
The
Petroleum and Natural Gas Committee will be comprised of three
directors.
The
Committee members will be elected annually at the first meeting of the Board of
Directors following the annual general shareholders meeting.
One
member of the Committee shall be appointed as chair. The chair shall
be responsible for leadership of the Committee, including scheduling and
presiding over meetings.
Responsibilities
The
Committee’s mandate and responsibility is to review and approve information with
respect to the Company’s oil and gas activities in accordance with securities
regulatory requirements. This information includes reserves data, which consist
of the following:
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(a)
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(i)
proved and proved plus probable oil and gas reserves estimated as at June
30 using the forecast prices and costs;
and
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(ii)
the related estimated future net revenue;
and
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(b)
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(i)
proved oil and gas reserves estimated as at June 30 using constant prices
and costs; and
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(ii) the
related estimated future net revenue.
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(c)
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review
the Company’s procedures for providing information to the independent
qualified reserves evaluator;
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(d)
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(e)
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meet
with the independent qualified reserves evaluator to determine whether any
restrictions affected the ability of the independent qualified reserves
evaluator to report without
reservation;
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(f)
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(g)
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review
the reserves data with management and the independent qualified reserves
evaluator.
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(h)
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(i)
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approve
the content and filing with securities regulatory authorities of the
reserves data and other oil and gas
information;
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(j)
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(k)
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approve
the filing of the report of the independent qualified reserves evaluator
on the reserves data; and
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(l)
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(m)
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approve
the content and filing of the Oil & Gas Reserve
report.
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Meetings
The
Committee will meet regularly at times necessary to perform the duties described
above in a timely manner, but not less than once a year. Meetings may be held at
times deemed appropriate by the Committee.
These
meetings may be with representatives or appropriate members of management, all
either individually or collectively as may be required by the Chairman of the
Committee.
The
Chairman of the Committee will report periodically to the Board of
Directors
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Authority
to Retain Advisors
In the
course of its duties, the Committee shall have the sole authority, at the
Company’s expense, to retain and terminate independent qualified reserves
evaluator, as the Committee deems advisable, including the sole authority to
approve any such advisor’s fees and other retention terms.
Dated the
30th
day of January, 2009
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