SIGA_Annual_Report_2015 - page 86

86
SIGA’s Governance Practices
Does SIGA Align?
MEETINGS OF INDEPENDENT
DIRECTORS
NI 58-101FI, section 3.3
3.3 The independent directors should
hold regularly scheduled meetings at
which non-independent directors and
Members of management are not
present.
1 (e) Disclose whether the
independent directors hold regularly
scheduled meetings at which
Members of management are not
present, disclose the number of
such meetings held in the previous
12 months; if such meetings are not
held, disclose what the board does to
facilitate open and candid discussion
among independent directors.
This criterion is met by all current Board Members being external
directors. The terms of reference for the Board/committee
require that the Board/committees meet regularly without
management present. In-camera sessions are a standing .
agenda item.
There were 8 Board meetings held in 2014-2015 and during
each regular meeting, in-camera sessions are a standing agenda
item. Board practices that facilitate open and candid discussion
allow for open and direct communication on issues that it may
not be appropriate to discuss with representatives .
of management.
The Board is satisfied that its governance practices foster
full and open discussion and debate and that it retains the
independence of mind to make decisions in the best interest .
of the corporation and the shareholder.
Yes, SIGA
substantially meets
this requirement.
NI 58-101FI, sections 1(g)
1 (g) Disclose the attendance
record of each director for the board
meetings held in the most recently
completed financial year
The Board held a minimum of 8 meetings in 2014-2015 which
included their regular scheduled Board meetings and a strategic
planning session and one special meeting.
Yes
Meetings Total.
Attended* Meetings
Felix Thomas, Director
6
(6)
Edward Henderson, Director
7
(8)
Larry Ahenakew, Director
8
(8)
Reginald Bellerose, Director
8
(8)
Brian Standingready, Director
8
(8)
Robert Gerow, Director
6
(8)
Carole Bryant, Director
7
(8)
Richard Ben, Director
8
(8)
Delbert Wapass, Director
4
(8)
Kevin Poock, Director
8
(8)
Ron Martin, Director
8
(8)
Amanda Louison, Director
8
(8)
Mary Anne Daywalker-Pelletier, Director 8
(8).
Darcy Bear, Director
2
(2)
.
* For purposes of this report, Members who attended meetings
in part were considered to be present. Figures in brackets
represent the maximum number for the period in which the
individual was a board member.
1...,76,77,78,79,80,81,82,83,84,85 87,88,89,90,91,92
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