Page 55 - 2007_2008_Annual_Report

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NI 58-101F1, section 8 continued…
Governance Committee
The Board has approved a mandate with the following
specific functions, duties and responsibilities.
• Monitor best practices for governance and annually
review the Authority’s governance practices to ensure
that the Authority continues to exemplify high standards
of corporate governance.
• Develop and recommend corporate governance
structures, principles, practices, and policies.
• Review the structure, composition, mandate and
membership at least annually for the Board and
each committee and recommend to the Board any
amendments as deemed necessary or advisable.
• Oversee the evaluation of the Board and its committees.
• Oversee the orientation and on-going education of
Board members.
• Review annually the level and nature of compensation
for Directors.
• Oversee the Authority’s processes for providing
information to the Board.
• Receive a report from the President/CEO on an annual
basis, that the corporation has met its legal requirements
and obligations.
• Develop and recommend position descriptions for the
Board, Board Chair, individual board members, and
• Recommend to the Board the appointment/dismissal
of the President/CEO.
• Oversee the evaluation of the President/CEO. Ensure
evaluation results are reported in writing to the Board.
• Review in advance any plans for changes to the
organization structure and reporting relationships
pertaining to the Senior Executive Team as defined
in 3.3 above, and make appropriate recommendations
to the Board in order to assist the Board in coming to
a decision whether to approve the proposed changes.
• Recommend succession plans for the President/CEO.
• Develop guidelines, measures and means of assessing
intergovernmental and Member relations.
• Ensure there is a communications policy in place for
the Authority.
• If necessary, engage the Internal Auditor, through the
Audit & Finance Committee, to audit the integrity the
President/CEO’s representations on performance.
Human Resources and Compensation Committee
• Annually review and monitor Senior Executive Team
contracts, compensation and benefit programs and
recommend changes, where appropriate.
• Annually review and monitor other Senior Management
Positions’ compensation and benefit programs and any
proposed changes and report to the Board for information
in advance of any such changes being implemented.
SIGA’s Governance Practices
Does SIGA Align?