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71

SIGA’s Governance Practices

Does SIGA

Align?

COMPOSITION OF THE BOARD

NP 58-201, Section 3.1

The Board should have the majority of

independent directors.

The directors on the SIGA Board are (13 out of 13) independent.

SIGA’s Board composition is 13 Members with 13 of those directors being

confirmed as of March 31, 2016.

Yes

NP 58-201, Sections 1(a) and (d)

1 (a) Disclose the identity of directors

who are independent;

(b) Disclose the identity of directors

who are not independent and

the basis for that determination;

(c) Disclose whether the majority of

directors are independent; and

(d) Disclose whether a director is a

director of any other issuer that

is a reporting issuer.

Reginald Bellerose, Chair: Independent –

Chief, Muskowekwan First

Nation, Touchwood Agency Tribal Council.

Edward Henderson, Director: Independent –

Chief, Montreal Lake Cree

Nation, Prince Albert Grand Council.

Brian Standingready, Director: Independent –

Chief, White Bear First

Nation, Southeast Treaty 4 Tribal Council.

Bob Gerow, Director: Independent –

Executive Director, Agency Chiefs

Tribal Council.

Richard Ben, Director: Independent –

Chief, Makwa Sahgaiehcan First

Nation, Meadow Lake Tribal Council.

Carole Bryant, Director: Independent –

Chief Financial Officer, Ranch

Ehrlo Society.

Delbert Wapass, Director: Independent –

Chief, Thunderchild First Nation,

Independent First Nations.

Kevin Poock, Director: Independent –

Chartered Financial Planner,

Battlefords Tribal Council.

Ron Martin, Director: Independent –

Dentist, Federation of Saskatchewan

Indian Nations.

Marie Anne Daywalker-Pelletier, Director: Independent –

Chief, Okanese

First Nation, File Hills Qu’Appelle Tribal Council.

Darcy Bear, Director: Independent –

Chief, Whitecap Dakota First Nation,

Saskatoon Tribal Council.

Connie Big Eagle, Director: Independent –

Chief, Ocean Man First Nation

– Yorkton Tribal Council.

Kenny Moccasin, Director: Independent –

Chief, Moosomin First Nation,

Battlefords Agency Tribal Chiefs.

This criterion is met by all current Board Members being external directors

(i.e. not managers or employees of SIGA) and by having each Board

member complete and sign code of conduct acknowledgement and conflict

of interest disclosure forms. All directors have completed COI forms on file.

Section 1(d) does not apply to SIGA, as SIGA does not have share capital,

and is not an issuer.

Yes

NP 58-201, Section 3.2

3.2 The Chair of the board should

be an independent director who

is the effective leader of the

board, who ensures that the

board’s agenda will enable it to

successfully carry out its duties.

The Chair of the Board is an independent director who provides leadership

in board organization, processes, effectiveness and renewal and serves as a

liaison between the roles of the Board, shareholders and that of President

and CEO.

Yes

NI 58-101FI, Section 1(f)

1 (f) Disclose whether the Chair of

the board is an independent

director; disclose the identity of

the Chair and describe the role

of the Chair.

Reginald Bellerose who is an independent director assumed the

responsibilities of Chair in February 2015.

The Chair reports to the Board and ultimately to the shareholders and is

responsible for presiding over meetings of the Board and ensuring the

Board discharges its fiduciary and legal responsibilities. The Board has

developed a terms of reference for the Chair in policy B03-012 which can

be obtained from SIGA upon request.

Yes