Gennum's Board of Directors firmly believes that good governance is essential to the long-term success of the Company. Gennum's Board is responsible for ensuring that the Company meets the needs of all its stakeholders, a prerequisite in creating long-term value for shareholders.

Our Board is comprised of accomplished leaders from relevant technical and financial backgrounds. Eight of Gennum's nine directors are unrelated to management, including the Chairman of the Board, and all three Board committees are composed entirely of unrelated directors. Non-management directors meet separately from management for a portion of every Board meeting.

The Board closely follows current discussion on governance standards and strives to incorporate developing aspects of best practice as they might apply to Gennum. For more specific information on Gennum's corporate governance practices, please refer to the most recent Management Information Circular (www.sedar.com).

Board of Directors:
Robert S. Weiss, FCA (Chairman)
Alexander (Sandy) Adam
Steven J. Bilodeau
Roger M. Dickhout
Franz J. Fink
Jeffrey S. McCreary
Fred Shlapak
H. Patrick Thode, CA
Donald P. Woodley

Board Committees:
Audit Committee – focuses on financial reporting and controls, the external auditor
and financial risks, and oversees management's responsibility for reporting on
internal controls.

Robert S. Weiss (Chairman)
Alexander (Sandy) Adam
H. Patrick Thode
Donald P. Woodley

Corporate Governance Committee – focuses on board membership, structure, organization and compensation. It helps develop appropriate systems and procedures to enable the Board to exercise and discharge its responsibilities. It also conducts periodic assessments of the Board's effectiveness and through the Chairman, reviews the performance of individual directors.

Alexander (Sandy) Adam (Chairman)
Steven J. Bilodeau
Robert S. Weiss

Human Resource Committee – focuses on compensation policies, organizational structure, succession planning and development and the appointment and remuneration of officers. The Committee has prime responsibility for ensure that succession plans are in place to provide for the eventual replacement of the President and CEO.

Roger M. Dickhout (Chairman)
Alexander (Sandy) Adam
Jeffrey S. McCreary
Fred Shlapak


Related Materials:

Code of Conduct
PDF (57.0 KB)

Position Description: Chairman of the Board
PDF (22.6 KB)

Position Description: President & Chief Executive Officer
PDF (8.0 KB)