Board Mandate

The Board of Directors of the Company is charged with the responsibility for overseeing the conduct of the Company’s affairs and the management of its business. A copy of the full text of the Board’s Mandate can be viewed at and is incorporated by reference herein. The Board’s Mandate in summary includes the following:

  1. setting long term goals and objectives for the Company, formulating the plans and strategies necessary to achieve those objectives and supervising senior management in their implementation;
  2. directly, and through its Audit Committee, overseeing the integrity of the Company’s internal controls and management information systems;
  3. considering in its deliberations the principal risks of the Company’s business and assessing management’s reports upon those risks;
  4. reviewing and assessing any major litigation in which the Company is involved;
  5. reviewing annual budgets and business plans and comparing them to results during the course of their term; and
  6. considering and reviewing any venture or project that extends beyond the Company’s core business or that is not included in an approved business plan.
Although the Board delegates to senior management personnel the responsibility for managing the day-to-day affairs of the Company, the Board retains a supervisory role in respect of, and ultimate responsibility for, all matters relating to the Company and its business.