Committees and Policies
The Board of Directors has created an Audit Committee and a Compensation, Governance and Nominating Committee to further the effective functioning of the Corporation’s corporate governance strategy.
Audit Committee
The Audit Committee’s responsibilities include: the oversight and supervision of the audit of the Corporation’s financial statements; the management of the relationship with the auditor of the Corporation’s financial statements; the oversight and supervision of the accounting and financial reporting practices and procedures of the Corporation; the oversight and supervision of the adequacy of the Corporation’s internal accounting controls and procedures; and the oversight and supervision of the quality and integrity of the Corporation’s financial statements.
Committee Members: John Brough (Chair), Peter Copestake and Robert Mitchell.
All of the Audit Committee members are independent directors and deemed financially literate for the purposes of the Canadian Securities Administrators’ Multilateral Instrument 52 – 110 -- Audit Committees.
Compensation, Governance and Nominating Committee
The Compensation, Governance and Nominating Committee’s responsibilities include: annually reviewing the President’s goals and objectives for the coming year and providing an appraisal of the President’s performance; making recommendations concerning the compensation of the Corporation’s senior executive officers and the remuneration of the Board of Directors; developing the Corporation’s approach to corporate governance issues and compliance with applicable laws, regulations, rules, policies and orders with respect to such issues; advising the Board of Directors on filling director vacancies; periodically reviewing the composition and effectiveness of the directors and the contributions of individual directors; and adopting and periodically reviewing and updating the Corporation’s written disclosure policy.
Committee Members: Stanley Beck (Chair), Duncan Jackman and Peter Copestake
All of the Compensation, Governance and Nominating Committee members are independent directors for the purposes of the Canadian Securities Administrators’ Multilateral Instrument 58 – 101 -- Disclosure of Corporate Governance Practices.
The board has also adopted several policies which reflect best practices in governance and disclosure. These include a Disclosure Policy, a Code of Business Conduct, a Whistleblower Policy and an Insider Trading Policy.