Page 73 - SIGA_2010-11 Annual Report

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SIGA’s Governance Practices
Does SIGA Align?
NI 58-101F1, sections 7(d)
(d) If a compensation consultant has
been retained, at any time during the
corporation’s most recently completed
fiscal year, to assist in determining
compensation for any of the corporation’s
Directors and officers, disclose the identity
of the consultant and briefly summarize
their mandate. If retained to perform any
other work, state that fact and briefly
describe the nature of the work.
In 2010/11, the Board contracted the internal auditors, Price Waterhouse
Coopers, to complete a review of the Board’s current remuneration.
Utilizing comparable company analysis:
Compare information in the report to source documentation on a test basis
Analyze the remuneration information prepared by management and provide
recommendations to the Board on:
Board compensation
Yes
OTHER BOARD COMMITTEES
NI 58-101F1, section 8
8
If the Board has standing committees of
the Board, other than audit, compensation
and nominating committees, identify the
committees and describe their function.
The SIGA Board has appointed the following standing committees to conduct
the business of the corporation: Governance; Human Resources, Compensation
and Ethics Advisory and the Strategic Affairs Committee. All committees have
comprehensive mandates that meet the policy requirements. All committee
mandates:
Monitor best practices in corporate ethics and annually review the Authority’s
ethics policies, processes and practices to ensure that the Authority continues
to exemplify high standards of corporate ethics.
Annually receive and consider Director and senior manager Conflict of Interest
Declaration forms. When necessary, make recommendations to the Board
regarding actual, potential and perceived conflicts of interest. None were
noted in 2010/11.
When necessary, engage the internal auditor to undertake investigations into
allegations of wrongdoing. Make appropriate recommendations to the Board
and/or President and CEO.
Yes