Corporate Governance

The Board of Directors either directly or through board committees is responsible for the management or supervision of the management of the business and affairs of the Corporation with the objective of enhancing shareholder value. The Board believes that sound corporate governance is essential to the well-being of the Corporation, and the promotion and protection of its interests.

The Board has adopted a mandate which reflects the Corporation’s commitment to high standards of corporate governance, to assist the Board in supervising the management of the business and affairs of the Corporation as required under applicable law and the rules and regulations of the stock exchanges upon which the Corporation’s stock is listed. The Board regularly monitors the financial performance of the Corporation, including receiving and reviewing detailed financial information contained in management reports. The Board promotes fair reporting, including financial reporting, to shareholders of the Corporation and other interested persons as well as ethical and legal corporate conduct through an appropriate system of corporate governance, internal controls and disclosure controls. The Board believes that the Corporation is best served by a Board of Directors which functions independently of management and is informed and engaged.

As part of its regular review of the corporate governance policies of the Corporation, the Board of Directors approved the Code of Business Conduct & Ethics (the “Code”) on March 17, 2017. The Code replaces the previous version of the Code of Business Conduct & Ethics and reflects, among other things, clarifications and revisions relating to reporting conflicts of interest, compliance with law matters and certain procedural and administrative matters.