Finance and Risk Management Committee

Charter

The Finance and Risk Management Committee of the Board of Directors of Occidental Petroleum Corporation shall have the responsibilities, powers, duties and authority specified in this Charter.

Purpose.

The Finance and Risk Management Committee's purpose is to perform the duties and carry out the responsibilities specified below, and such other duties and responsibilities expressly delegated to the Committee by the Board.

Composition, Appointment and Procedures.

  1. The Committee shall consist of at least three members of the Board, a majority of whom satisfy the independence requirements of the New York Stock Exchange and the Corporation's Corporate Governance Policies and each of whom, in the business judgment of the Board, is qualified to discharge the Committee's responsibilities.
  2. The members of the Committee shall be appointed by the Board and shall continue to act until their successors are appointed. One member shall serve as Committee Chair. Members shall be subject to removal at any time by the Board.
  3. The Committee shall meet at least four times a year. At such meetings, the Committee shall discuss such financial and risk management matters of interest with appropriate Corporation personnel as deemed necessary.
  4. The Committee may delegate any of its duties to a subcommittee comprising one or more members of the Committee.

Duties and Responsibilities.

The Committee shall:

  1. Financial and Risk Management Planning and Policies:
    1. Submit recommendations to the Board regarding (i) the annual capital plan, (ii) any changes to the annual capital plan, and (iii) significant joint ventures, long term financial commitments and acquisitions;
    2. Approve policies for (i) the authorization for expenditures, cash management and investments, and (ii) hedging of foreign exchange, commodities and interest rates; and
    3. Review the Corporation's (i) financial strategies, (ii) risk management policies, including appropriate levels of insurance coverage, and (iii) financial plans, including any planned issuance of debt or equity.
  2. Designation of Signatories: Designate officers and employees who can execute documents and act for the Corporation in the ordinary course of business pursuant to previously approved banking, borrowing, and other financing and risk management arrangements.
  3. The Committee may delegate any of its duties to a subcommittee comprising one or more members of the Committee.

Additional Powers, Duties and Authority.

The Committee shall:

  1. As the Committee may deem appropriate, retain and terminate any legal, accounting or other consultants, who shall report directly to the Committee, on such terms and conditions, including fees, as the Committee in its sole discretion shall approve;
  2. Request that any of the Corporation's officers, employees, outside counsel or other consultants attend any meeting of the Committee or meet with any of the Committee's members or consultants;
  3. Carry out such other duties and responsibilities as may be assigned by the Board;
  4. Periodically review the Committee's Charter and performance, which shall include evaluating each member's qualifications, attendance, understanding of the Committee's responsibilities and contribution to the functioning of the Committee, and recommend any proposed changes to the Board for approval; and
  5. Report to the Board with respect to the foregoing.