ITEM
9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS.
DIRECTORS
AND EXECUTIVE OFFICERS
|
Names:
|
|
Ages
|
|
Titles:
|
|
Board
of Directors
|
|
Mark
G. Gustafson
|
|
47
|
|
President,
Chief Executive Officer
|
|
Director
|
|
Ron
W. Hietala
|
|
53
|
|
President
- Elmworth Energy Corporation; President - Triangle USA Petroleum
Corporation
|
|
Director
|
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Troy
T. Wagner
|
|
37
|
|
Chief
Operating Officer and Vice-President Engineering, Chief Operating
Officer
and Vice-President Engineering - Elmworth Energy Corporation, Chief
Operating Officer and Vice-President Engineering - Triangle USA Petroleum
Corporation
|
|
|
|
Aly
Khan Musani
|
|
34
|
|
Chief
Financial Officer, Secretary and Treasurer; Chief Financial Officer
-
Elmworth Energy Corporation; Chief Financial Officer - Triangle USA
Petroleum Corporation
|
|
|
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John
D. Carlson
|
|
52
|
|
|
|
Director
|
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Stephen
A. Holditch
|
|
60
|
|
|
|
Director
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Directors
are elected to serve until the next annual meeting of stockholders and until
their successors are elected and qualified. Currently there are three seats
on
our board of directors.
Currently,
our Directors are not compensated for their services, although their expenses
in
attending meetings are reimbursed. Officers are elected by the Board of
Directors and serve until their successors are appointed by the Board of
Directors. Biographical resumes of each officer and director are set forth
below.
Mark
Gustafson
has
been
our President since May 16, 2005 and a Director since May 2005. From September
2004 until January 2006, Mr. Gustafson had been the President and CEO of Torrent
Energy Corporation, and between September 2004 and October 2006, Mr. Gustafson
had been the Chairman and a director of Torrent, an Oregon based coalbed methane
exploration and development company. Between April 1999 and August 2004, Mr.
Gustafson was President of MGG Consulting, a private consulting firm. While
at
MGG Consulting, Mr. Gustafson provided consulting services to investment banks,
oil and gas companies, and was a consultant Chief Financial Officer to several
private companies. From August 1997 until March 1999, Mr. Gustafson was the
President, Chief Executive Officer and a Director of Total Energy Services
Ltd.,
a Calgary-based oilfield rental and gas compression company. Mr. Gustafson
received his chartered accountant designation with Price Waterhouse in 1983
and
received a bachelor’s degree in business administration from Wilfrid Laurier
University in 1981.
.
Ron
W. Hietala
has been
a director of Triangle Petroleum Corporation since June 2005. On June 28, 2005,
Mr. Hietala was appointed President and Director of Elmworth Energy Corporation
and on October 27, 2005 he was appointed President and Director of Triangle
USA
Petroleum Corporation, Triangle's wholly owned Alberta-based subsidiary.
Elmworth Energy Corporation is the operating company that will carry out all
oil
and gas exploration activities for Triangle in Canada, whereas Triangle USA
Petroleum will carry out all oil and gas exploration activities for Triangle
in
the United States. From March 2004 to June 2005, Mr. Hietala served as the
President of Golden Eagle Energy Ltd., a private company focused on developing
low to medium risk production in west central Alberta. Since 1995, Mr. Hietala
has been the President and co-founder of Petro-Hunt Oil and Gas Ltd., a private
company focused on providing business and technical evaluation expertise to
non-industry operating partners. Mr. Hietala entered the oil and gas business
in
1973 with Imperial Oil Limited as a petrophysicist. During the period of 1973
to
1976 Mr. Hietala was involved with Imperial’s Western Canadian exploration and
development programs including the active programs of the northern Mackenzie
Delta. An active role was taken to develop an understanding of the reservoir
production characteristics in the large production base at Imperial Oil. In
1977, Mr. Hietala joined Canadian Hunter Exploration Limited in the capacity
of
petrophysicist and reservoir evaluation specialist. He held numerous senior
level positions, eventually being appointed Vice President and Director of
Canadian Hunter Exploration Limited. He was a team contributor to the multitude
of discoveries made by Canadian Hunter in Alberta, British Columbia and
Saskatchewan.
Troy
Wagner
has been
our Chief Operating Officer and Vice-President Engineering since August 8,
2006.
Mr. Wagner has spent the past 10 years at a publicly traded oil and gas company
where he was Vice-President Operations of two companies with combined production
of approximately 36,000 barrels of oil equivalent per day, a capital expenditure
budget of $160 million Cndn and an operating budget of $110 million Cndn. His
responsibilities included leading the technical teams (engineering and
geoscience) and field based staff, approving all capital projects, managing
budgets and integrating acquisitions. Mr. Wagner earned a Bachelor of Science
in
Mechanical Engineering from the University of Calgary (1992) and a Masters
of
Business Administration from Queens University in Kingston (2003).
Aly
Khan Musani
has been
our Chief Financial Officer since November 2005 and our Secretary and Treasurer
since March 2006. Mr. Musani is also the Chief Financial Officer for Elmworth
Energy Corporation and Triangle USA Petroleum Corporation, our wholly-owned
subsidiaries. Between 1999 and October 2005, Mr. Musani has been the financial
controller for Chinook Drilling Inc. and Blackbird Well Servicing Inc., Calgary,
Alberta, Canada based oil drilling companies. Mr. Musani has also been a senior
accountant for Deloitte & Touche, an intermediate accountant for Stampeder
Exploration Ltd. and a staff accountant for Arthur Andersen. Mr. Musani received
his Bachelor’s degree in commerce from the University of Calgary in 1994 and is
a Chartered Accountant (Canada).
John
D. Carlson
has been
a director of Triangle Petroleum Corporation since June 2005. Since January
2006
Mr. Carlson has been President and CEO of Torrent Energy Corporation, an Oregon
based coalbed methane exploration and development company. From March 2005
to
December 2005, Mr. Carlson was chief operating officer of Methane Energy Corp.,
a wholly owned subsidiary corporation of Torrent Energy Corporation. Methane
Energy Corp. is engaged in the business of coalbed methane exploration. Since
August 2004, Mr. Carlson has been a director and consultant to Torrent Energy
Corporation. From February 2004 to July 2004, Mr. Carlson was the President
and
a Director of Pacific Rodera Ventures Inc., a Calgary-based oil and gas
exploration and development company. From September 2003 to January, 2004,
Mr.
Carlson was the Vice President of Operations for Pacific Rodera Ventures Inc.
From September 2001 until December 2003, Mr. Carlson was the President of Samson
Oil and Gas Inc., a Hobbema, Alberta-based oil and gas exploration and
development company. Between January 2001 and August 2001, Mr. Carlson was
the
General Manager of Samson Oil and Gas Inc., a Hobbema, Alberta-based oil and
gas
exploration and development company. Between 1984 and 2000, Mr. Carlson was
an
Associate and Senior Petroleum Engineer for Sproule Associates, Ltd. Mr. Carlson
is a registered professional engineer and received a bachelor of science degree
in civil engineering from the University of Calgary in 1977.
Stephen
A. Holditch
has been
a director of Triangle Petroleum Corporation since February 2006. Since January
2004, Mr. Holditch has been the Head of the Department of Petroleum Engineering
at Texas A&M University. Since 1976 through the present, Mr. Holditch has
been a faculty member at Texas A&M University, as an Assistant Professor,
Associate Professor, Professor and Professor Emeritus. Since its founding in
1977 until 1997, when it was acquired by Schlumberger Technology Corporation,
Mr. Holditch was the Founder and President of S.A. Holditch & Associates,
Inc., a petroleum technology consulting firm providing analysis of low
permeability gas reservoirs and designing hydraulic fracture treatments. Mr.
Holditch previously worked for Shell Oil Company and Pan American Petroleum
Corporation. Mr. Holditch is a registered professional engineer in Texas, has
received numerous honors, awards and recognitions and has authored or
co-authored over 100 publications on the oil and gas industry. Mr. Holditch
received his B.S., M.S. and Ph.D. in Petroleum Engineering from Texas A&M
University in 1969, 1970 and 1976, respectively.
COMPLIANCE
WITH SECTION 16(A) OF THE SECURITIES EXCHANGE ACT OF 1934
Section
16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) requires the
Company's directors and executive officers, and persons who own more than ten
percent of a registered class of the Company's equity securities, to file with
the Commission initial reports of ownership and reports of changes in ownership
of the Company's Common Stock and other equity securities of the Company.
Officers, directors and greater than ten percent shareholders are required
by
the Commission's regulations to furnish the Company with copies of all Section
16(a) forms they filed.
We
have
been provided with copies of all forms (3, 4 and 5) filed by officers,
directors, or ten percent shareholders within three days of such filings. Based
on our review of such forms that we received, or written representations from
reporting persons that no Forms 5s were required for such persons, we believe
that, during fiscal 2007, except for three Form 3’s that were delinquent, all
Section 16(a) filing requirements have been satisfied on a timely basis for
members of the Board of Directors and Executive Officers.