RE: RE: Directors' Fiduciary Duty
The Corporation’s executive compensation philosophy has the objective of attracting and retaining highly qualified
executives, motivating their performance and aligning their interests with those of Shareholders.
Accordingly, in addition to the duties of directors pursuant to the Canada Business
Corporations Act, the mandate of the Board is to supervise the management of the business and affairs of the Corporation
with a view to the best interests of the Corporation and its shareholders generally. Management’s role is to conduct the day
to day operations in a way that will meet this objective.