Governance Program

Lucas Energy, Inc. is governed by a Board of Directors elected by the shareholders at an annual meeting. The number of authorized seats on the Board is five but Lucas has only four Directors at present. The Board of Directors appoints the President and Chief Executive Officer (CEO), and approves the nomination of other officers by the CEO, such as the CFO, Corporate Secretary, Assistant Corporate Secretary, and Vice Presidents.

The CEO has authority to conduct the day to day business of the corporation, and to execute documents necessary for corporate activities. The corporation is governed by a corporate charter, by-laws, resolutions passed the Board of Directors, and actions approved by the shareholders of the corporation.

The Board of Directors establishes committees and set policies of the corporation. The active committees are the Audit Committee, the Compensation Committee, and the Nomination Committee. The board has established a whistle blower policy protecting those reporting wrong doing. The Board of Directors meets in person or via telephone, as necessary. Once a year, the Board meets at the Annual Shareholders’ meeting, and the outside Directors meet without management. The outside auditors report to the Audit Committee and its Chairman. The Chairman of the Audit Committee executes the documents retaining the outside auditors, not management.