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 supports the board in fulfilling its oversight responsibilities regarding:

  • the integrity of our accounting and financial reporting;
  • the adequacy and effectiveness of our internal controls and disclosure controls;
  • legal;
  • regulatory (excluding safety, health and the environment) and ethical compliance;
  • the independence and performance of our external and internal auditors;
  • oversight of specific risks; and
  • prevention and detection of fraudulent activities and financial oversight.

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 supports 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
Kate Jackson

Nominating, corporate governance and risk

The nominating, corporate governance and risk committee supports 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
Kate Jackson

Reserves oversight

The reserves oversight committee supports the board in fulfilling its oversight responsibilities regarding 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 supports the board in fulfilling its oversight responsibilities regarding safety, health and environmental matters.

Committee Mandate

Management Proxy Circular

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