Board of Supervisory Directors
The Company has a two-tier board structure consisting of a Management Board and a Supervisory Board, each of which must
consist of at least one member under the Company's articles of association. Under Dutch law, the Supervisory Board's duties
include supervising and advising the Management Board in performing its management tasks. The Management Board, consists of
one managing director, Core Laboratories International B.V., an affiliate of the Company. The Supervisory Board currently
consists of eight Supervisory Directors. The Supervisory Directors are expected to exercise oversight of management with the
Company's interests in mind. The Supervisory Board is divided into three classes, with each class subject to re-election every third
year by the shareholders at the annual meeting.
Mr. David M. Demshur serves as the Company's Chief Executive Officer and as Chairman of the Supervisory Board. Given the size of
the Company, we believe our shareholders are well served by having Mr. Demshur hold the Chief Executive Officer role along
with being Chairman of the Supervisory Board of the Company and that this is the most effective leadership
structure for us at the present time. We also note that within our industry, the common practice is for the same person to hold
both positions. We believe this structure has served us and our shareholders well for many years.
During sessions without the Chairman, Mr. Michael Kearney conducts the meetings of directors in the role of our Lead Director. The
Lead Director has leadership authority and responsibilities and sets the agenda for, and leads, all executive sessions of the
independent directors, providing consolidated feedback, as appropriate, from those meetings to the Chairman.
In its role in the risk oversight of the Company, the Supervisory Board oversees our stockholders' interest in the long-term
health and the overall success of the Company and its financial strength. The Supervisory Board is actively involved in overseeing
risk management for the Company, and each of our Supervisory Board committees considers the risks within its areas of
responsibilities. The Supervisory Board and each of our Supervisory Board committees regularly discuss with management our
major risk exposures, their potential financial impact on us and the steps we take to manage them.
David M. Demshur
Since joining our Company in 1979, Mr. Demshur has held various operating positions, including Manager of Geological Sciences from 1983 to 1987, Vice President of Europe, Africa and the Middle East from 1989 to 1991, Senior Vice President of Petroleum Services from 1991 to 1994 and Chief Executive Officer and President from 1994 to the present time. Mr. Demshur's extensive background with the Company and the diversity of experiences gained while in these leadership roles positions him to be an effective leader of our Company. Mr. Demshur is a member of the Society of Petroleum Engineers, the American Association of Petroleum Geologists, the Petroleum Exploration Society of Great Britain and the Society of Core Analysts Section of the Society of Professional Well Loggers Association.
Richard L. Bergmark
Mr. Bergmark joined Western Atlas International, Inc. as Treasurer in 1987. From 1987 to 1994, our Company was operated as a division of Western Atlas. In 1991, Mr. Bergmark became the Area Manager for Finance and Administration for Europe, Africa and the Middle East operations of Western Geophysical, a division of Western Atlas. From our separation with Western Atlas in 1994 until 1999, he served as our Chief Financial Officer and Treasurer and in 1999 he was appointed Executive Vice President. He has substantial knowledge of the industry based upon his over 25 years with the Company and its predecessors and has extensive knowledge about the history of the Company, both of which are important for planning and management purposes. Furthermore, his understanding of the financial matters relating to the Company and our industry are of crucial importance to the Company. Mr. Bergmark, along with our Chief Executive Officer, has developed important contacts with others in the industry and has an excellent relationship with our shareholders.
Mrs. Carnes began her career with PricewaterhouseCoopers LLP (“PwC”) in
1982 and was admitted to the partnership in 1994. At present, she is an
Assurance Partner serving large, publicly traded companies in the energy
industry, including natural gas processing, transmission and distribution,
crude oil transportation and terminaling, natural gas and power trading and
marketing, oil and gas exploration and production, chemicals and independent
power production. Ms. Carnes is retiring from PwC on June 30, 2016, and, if
elected to the Supervisory Board at Core's 2016 annual meeting, would begin
her term as a Supervisory Director, effective July 1, 2016.
As approved at the 2015 annual meeting, PwC concluded its role as Core's
outside auditor as of the end of the 2015 fiscal year and that role was assumed
by KPMG, effective January 1, 2016. During the time that PwC served as
outside auditor to the Company, Ms. Carnes never served as Core's audit
engagement partner, nor did she have any role related to accounting, auditing
or reporting matters for the Company. Therefore, upon her retirement, the
Supervisory Board considers her to be independent of any past audit work
performed by PwC and also that she will be independent with regard to the
future audit work performed by KPMG.
Mrs. Carnes has held a number of leadership positions with PwC including
the Houston office Managing Partner. She also served as PwC’s Energy and
Mining leader for the United States where she led the firm’s energy and
mining assurance, tax and advisory practices. In this regard, she was
responsible for ensuring the services the firm delivered to their energy clients
were of the highest quality through the allocation of PwC’s resources, the
industry specific training and development of their people, and the sharing of
knowledge and expertise among their energy teams. Mrs. Carnes has vast
experience with large complex transactions and regularly consults with her
clients on mergers, acquisitions and divestitures, both domestic and
international. She has extensive experience with capital markets activities
and has been the lead audit partner on some of the largest merger and
acquisition transactions completed in the energy sector. She has led due
diligence teams, completed carve-out audits, and been involved with the filing
of registration statements covering the offering of debt and equity securities,
as well as required periodic filings, with United States Securities and
Exchange Commission. Mrs. Carnes has also served as one of the firm’s
Risk Management Partners, responsible for providing consultation and advice
on complex accounting, auditing and financial reporting issues.
She is a member of the American Institute of Certified Public Accountants,
the Texas Society of Certified Public Accountants, and The University of
Texas Accounting Advisory Council. Mrs. Carnes is the Chairman of the
Governing Board of The Greater Houston Community Foundation, and has
chaired their Compensation Committee and Finance & Administration
Committee. Her experience in working with public companies, including her
work on assurance, tax and advisory matters in the energy industry, will allow
her to provide important insight to the Company.
Mr. Dunlap formerly served as Chief Executive Officer and President of TransMontaigne, a terminaling and transportation company, and Chief Executive Officer of TransMontaigne Partners L.P., a publicly-traded master limited partnership, both based in Denver, Colorado until the end of 2014. Mr. Dunlap previously served as Chief Executive Officer and President of Pasadena Refining System, Inc., based in Houston, Texas from January 2005 to December 2008. From 2000 to 2004, Mr. Dunlap served as one of the founding partners of Strategic Advisors, L.L.C., a management consulting firm based in Baltimore, Maryland. Prior to that time, Mr. Dunlap served in various senior management and executive positions at various oil and gas companies including Crown Central Petroleum Corporation, Pacific Resources Inc., ARCO Petroleum Products Company and Clark Oil & Refining Corporation. Mr. Dunlap is a graduate of Rockhurst University, holds a Juris Doctor degree from Saint Louis University Law School and is a graduate of the Harvard Business School Advanced Management Program. Mr. Dunlap's extensive management experience in the oil and gas sector as well as his diverse educational background allow him to provide valuable insight on management and strategic issues.
Lucia van Geuns
In January 2015, Ms. van Geuns became a senior consultant in petroleum geosciences with The Netherlands Organization for Applied Scientific Research (“TNO”). Her research at TNO will focus on the impact of production optimization technology, international energy markets and energy transition. Prior to this, she was a Senior Fellow at the Clingendael International Energy Programme from 2003 to 2014, where she focused on the geopolitics and macro-economics of international energy markets and energy transition. In September 2013, she became the President of the Royal Geological and Mining Society of the Netherlands (KNGMG). She started her career in 1980 as a petroleum geologist at the Shell Research Laboratories for Royal Dutch Shell plc. in Rijswijk, after which she served for Brunei Shell Petroleum from 1983 to 1986. In her 22 years with Royal Dutch Shell she held many different technical and management positions, including manager of Geological Services in Rijswijk from 1989 to 1993 and leader of various exploration and production projects during the 1990s, including the large Camisea gas/liquid project in Peru and field development planning in the Niger delta. She has a strong background in geoscience, petroleum engineering and economics & planning. She is a frequent speaker on energy market issues for various public and private stakeholders. Ms. van Geuns holds an MSc in Earth Sciences from the University of Leiden and is a member of various professional associations. Ms. van Geuns' background in geology, her extensive technical experience in international petroleum projects and her knowledge of petroleum economics provide a set of skills complementary to the other members of the Supervisory Board.
Michael C. Kearney
In January 2015, Mr. Kearney was elected to the Board of Directors of Fairmount Santrol, a company specializing in high-performance sand and sand-based products used by oil and gas exploration and production companies, and was also appointed to serve on its Audit Committee. Since November 2013, Mr. Kearney has also served on the Supervisory Board of Frank's International N.V., a Dutch company specializing in supplying engineered tubular services for the oil and gas industry, and as chairman of its Audit Committee. Mr. Kearney formerly served as President and Chief Executive Officer of DeepFlex Inc. from September 2009 until June 2013 and had served as the Chief Financial Officer of DeepFlex Inc. from January 2008 until September 2009. Previously, he served as Executive Vice President and Chief Financial Officer of Tesco Corporation, a Canadian based oil service company from October 2004 to January 2007. From 1998 until 2004, Mr. Kearney served as the Chief Financial Officer and Vice President - Administration of Hydril Company, a manufacturer of products for petroleum drilling and production. Mr. Kearney brings to the Company significant accounting expertise as a result of his work experience and educational training. His executive level experience as Chief Financial Officer at publicly traded companies and direct knowledge and experience of operating and maintaining internal controls over financial reporting benefits the Company given Mr. Kearney's former positions as a certifying officer. Mr. Kearney has a Master of Science degree in Accountancy and a BBA degree in Finance.
Margaret Ann van Kempen
Ms. van Kempen has been the owner and managing partner of Van Kempen Public Relations & Public Affairs since 1997. She has extensive experience in strategic corporate communications and investor relations, with a focus on reputation and risk management. She has provided litigation PR and communications advice on a wide variety of issues in high profile cases in and outside The Netherlands. Her clients cover a range of sectors including telecommunications, energy, information technology, professional services and fashion. From 1988 to 1995 she was Director European Affairs of Financial Times Television. Before that she worked in government and semi-government organizations including the Ministry of Economic Affairs. Ms. van Kempen's background in corporate communications and knowledge of strategic investor relations, including her knowledge of such matters in Europe, allow her to provide unique insight to the Company particularly in light of our dual listing on the Euronext Amsterdam Stock Exchange.
Jan Willem Sodderland
Mr. Sodderland serves on the board of European subsidiaries of a number of international companies. From 1974 until 2006, Mr. Sodderland was an attorney and partner of NautaDutilh and was stationed in Rotterdam, Brussels and Amsterdam. In his practice, Mr. Sodderland has built up considerable experience in assisting and advising companies in complicated takeovers, mergers and joint ventures. Mr. Sodderland has long had a close relationship with Japan and China and has published a number of articles about investment possibilities in Asia. He is also the past Chairman of the Pacific Rim Advisory Council, an association of some thirty independent law firms in various parts of the world. His legal practice and service on boards has given him broad, diversified exposure to best practices for corporate governance. Prior to his election to the Supervisory Board in 2011, Mr. Sodderland served as a non-employee managing director of Core Laboratories International B.V. ("CLIBV"), which is the managing director of the Company, and as a non-employee director of other Dutch affiliates of the Company.
Following a long and successful career in oilfield services, Mr. Straughen
recently retired from executive office and has taken up a number of nonexecutive
positions over the past two years. He currently serves on the boards
of Glacier, an Aberdeen based offshore services company; GMS PLC, an Abu
Dhabi based marine services company listed on the London Exchange;
Denholm Oilfield Services Group, a Glasgow based oilfield services business;
and ASCO, an Aberdeen based logistics support group. Mr. Straughen’s last
executive position was as an executive director of John Wood Group PLC,
from May 2007 to November 2014, where he served as Chief Executive of the
Engineering Division, which operated in the upstream, midstream and
downstream sectors of the oil and gas market and as a Group Director for
HSSE. The Wood Group's Engineering Division had revenues in excess of
$1.8 billion and more than 10,000 employees and his responsibilities included
P&L performance, HSE, resourcing, customer relationships and strategy and
growth. As an Executive Director of a publicly traded company, he also had
responsibilities for corporate governance. From 1982 to 2007, he served in
various manager roles as well as various director roles, including corporate
director, managing director and group managing director with AMEC PLC, an
international project management and engineering services provider. Mr.
Straughen is a Chartered Engineer and he has served on various industry
bodies including as a member of the Scottish Government’s Energy Advisory
Board from 2012 to 2014 and as Chairman of the Energy Industries Council
Trade Association from 2002 to 2007. Mr. Straughen's extensive management
experience in the oil and gas sector as well as his diverse background will
allow him to provide valuable insight on management, governance and