Calgary, Alberta, Canada
Director Since: 2001
Independent
Victor J. Zaleschuk is a corporate director and chair of the board of Cameco. He is the former president and
CEO of Nexen Inc., a publicly traded independent global energy and chemicals company.
Mr. Zaleschuk has been a chartered accountant since 1967 and holds a bachelor of commerce degree from the University of Saskatchewan.
| Board of directors (chair) |
18 of 18 |
100% |
| Human resources and compensation |
8 of 8 |
100% |
| Nominating, corporate governance and risk |
7 of 7 |
100% |
| Reserves oversight |
3 of 3 |
100% |
Other public company boards: Agrium Inc., Nexen Inc.
Securities & Options Held Table
Total amount of equity at risk (Cameco shares, DSUs and options): $1,482,861 in 2008, $2,580,058 in 2007
Shares in Centerra Gold: 6,000
The information above is as of March 18, 2009, except for Cameco and Centerra Gold Inc. securities ownership, which is as of December 31, 2008.
1. John S. Auston recused himself from one board meeting due to a conflict of interest in his role as a director of Centerra Gold Inc., so the total number of Board meetings he was required to attend has been reduced accordingly.
2. The information as to Cameco shares owned or over which control or direction is exercised has been furnished by the respective Directors. 15 CAMECO MANAGEMENT PROXY CIRCULAR
3. "DSUs" refers to deferred share units under Cameco's DSU plan for Directors.
4. The total value of Cameco shares and DSUs was calculated as follows: for 2007, based on $39.57, the 2007 year-end closing price of a Cameco share on the Toronto Stock Exchange (TSX); and for 2006, based on $47.20, the 2006 year-end closing price of a Cameco share on the TSX.
5. "Options" refers to unexercised Options under Cameco's Stock Option Plan. On October 28, 2003, the Board discontinued granting Options to Directors under the Option Plan.
6. Exercise prices and numbers of Options have been adjusted to account for Cameco's share spdivts.
7. All Options granted to the Directors have now vested (except for reload Options as referenced in note 10 below).
8. Mr. Grandey was unable to attend the short board meeting immediately following the 2008 annual meeting because he was attending a Cameco press conference. As Mr. Grandey is president and CEO of Cameco, he is not a member of any board committees to make sure they operate independently of management.
9. The Board of Directors has determined that Joe F. Colvin is independent as three years have passed since the end of Mr. Colvin's term as President and CEO of the Nuclear Energy Institute. Gerald W. Grandey, Cameco's President and CEO, was a member of the Nuclear Energy Institute's executive and compensation committees during the last ten months of Mr. Colvin's term.
10. James R. Curtiss and George S. Dembroski exercised reload Options to obtain additional Options with a ten-year term exercisable at the closing market price of Cameco shares on the day prior to the exercise of the reload Options. Reload Options ceased being awarded after 1998.
11. Mr. Grandey was unable to attend the short board meeting immediately following the 2008 annual meeting because he was attending a Cameco press conference. As Mr. Grandey is president and CEO of Cameco, he is not a member of any board committees to make sure they operate independently of management.
