Corporate Governance

The Board of Directors of RGC Resources, Inc. has established practices and guidelines intended to promote a culture of integrity and accountability and to provide an overall structure for the operation of the Board and its committees. These practices and guidelines are subject to the requirements of the Code of Ethics, Committee Charters and Bylaws of the Company, as well as applicable law.


Nancy Howell Agee
President & CEO, Carilion Clinic

Abney S. Boxley, III
President & CEO, Boxley Materials Company

Maryellen F. Goodlatte
Attorney & Principal, Glenn Feldmann

J. Allen Layman
Private Investor

George W. Logan
Principal, Pine Street Partners, LLC

S. Frank Smith
Private Investor

Raymond D. Smoot, Jr.
Chairman, Union Bankshares Corporation

John B. Williamson, III
Chairman of the Board

John D'Orazio
President & CEO, RGC Resources, Inc.

Compensation Committee

  • S. Frank Smith

Nancy Howell Agee
Abney S. Boxley III
J. Allen Layman

Assists the Board in fulfilling its oversite responsibilities relating to the compensation of the Company's directors and executive officers.

Compensation Committee Charter

Audit Committee

  • Raymond D. Smoot, Jr.

Abney S. Boxley III
George W. Logan
S. Frank Smith

Reviews and assesses the Company's processes to manage financial reporting risk and to manage investment, tax, and other financial risks. It also reviews the Company's policies for risk assessment and the steps management has taken to control significant risks, except those delegated by the Board to other committee members.

Audit Committee Charter

Governance and Nominating Committee

  • Maryellen F. Goodlatte

Nancy Howell Agee
J. Allen Layman
George W. Logan

Responsible for the oversite of a broad range of issues surrounding the composition and operation of the Board, including identifying individuals qualified to become Board members, recommending nominees for Board election, and recommending to the Board governance principles. It also provides assistance to the Board in the areas of committee member selection and rotation practices, evaluation of the overall effectiveness of the Board, and consideration of developments in corporate governance practices.

Governance Committee Charter


John S. D'Orazio
Director, President & CEO

Paul W. Nester
Vice President, Secretary, Treasurer, and CFO

Howard T. Lyon
Assistant Secretary and Assistant Treasurer

C. James Shockley, Jr.
Vice President of Operations, Roanoke Gas Company

Robert L. Wells, II
Vice President, Information Technology