Board Committees

The board carries out its responsibilities directly and through its five standing committees, each mandated to provide detailed oversight of the following key areas:

  • audit and finance
  • human resources and compensation
  • nominating, corporate governance and risk
  • reserves oversight
  • safety, health and environment

Each board committee has a mandate outlining the responsibilities and duties of the committee, which is reviewed annually. Three of the committees - audit and finance, human resources and compensation and nominating, corporate governance and risk - are 100% independent.

Audit and finance

The audit and finance committee assists the board in fulfilling its oversight responsibilities for:

  • our accounting and financial reporting processes,
  • internal controls,
  • the external auditors (their performance, qualifications, independence and audit of our financial statements),
  • internal audit function,
  • financial matters and management of financial risks,
  • our process for monitoring compliance with laws and regulations (other than environmental and safety laws) and
  • our code of conduct, and prevention and detection of fraudulent activities

Committee Mandate

Management Proxy Circular

Chair Members Ex-officio
John Clappison Ian Bruce Neil McMillan
Daniel Camus
Catherine Gignac

Human resources and compensation

The human resources and compensation committee assists the board in fulfilling its oversight responsibilities for:

  • human resource policies,
  • executive compensation, and
  • executive succession and development.

Committee Mandate

Management Proxy Circular

Chair Members Ex-officio
Ian Bruce Daniel Camus Neil McMillan
Don Kayne
Anne McLellan

Nominating, corporate governance and risk

The nominating, corporate governance and risk committee assists the board in fulfilling its oversight responsibilities

  • by developing and recommending a set of corporate governance principles
  • identifying and recommending director candidates, and
  • overseeing risk management.

Committee Mandate

Management Proxy Circular

Chair Members Ex-officio
Anne McLellan

Daniel Camus

Neil McMillan
John Clappison
Jim Gowans

Reserves oversight

The reserves oversight committee assists the board in fulfilling its oversight responsibilities for estimating and disclosing mineral reserves and resources.

Committee Mandate

Management Proxy Circular

Chair Members Ex-officio
Catherine Gignac Donald Deranger Neil McMillan
Jim Gowans
Don Kayne

Safety, health and environment

The safety, health and environment committee assists the board in fulfilling its oversight responsibilities for safety, health and environmental matters.

Committee Mandate

Management Proxy Circular

Chair Members Ex-officio
Jim Gowans Donald Deranger Neil McMillan
Catherine Gignac
Don Kayne