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Board Committees

Audit Committee

Scott Patterson - Chair      John Booth         Paul Wilkens

Each of the Committee members is considered an independent director. The Audit Committee operates under the guidelines established by Multilateral instrument 52-110 – Audit Committee. In addition to carrying out its statutory legal responsibilities (including review of the Company’s annual financial statements), the Audit Committee reviews accounting policies and issues and all financial reporting, including interim financial statements and management’s discussion and analysis in the Company’s Annual Report. The Audit Committee meets with the Company’s external auditors (with and without management) and with members of management at least once a year to assist it in the effective discharge of its duties. The Audit Committee also recommends to the Board the firm to be appointed as the Company’s auditors and the terms of their remuneration.

Compensation Committee

 Paul Wilkens - Chair          John Booth       Scott Patterson     

Each of the Committee members is considered an independent director. The Compensation Committee was established to assist the Board in settling compensation of directors and senior executives, and developing and submitting to the Board recommendations with regard to other employee benefits. The Compensation Committee reviews on an annual basis the adequacy and form of compensation of the senior executives and directors to ensure that such compensation reflects the responsibilities, time commitment and risk involved in being an effective executive officer or director, as applicable.