Governance

Catalyst's board of directors is ultimately responsible for the stewardship and governance of the company and operates under a publicly-disclosed mandate with specific terms of reference.

Consisting of 10 directors, the board is committed to continual review and improvement of its governance procedures to keep pace with the regulated and voluntary practices emerging in North America. All directors except the company's chief executive officer are considered independent.

Mandate of the board

Catalyst's board undertakes to satisfy its legal responsibilities to supervise the management of the company's business in the interest of all shareholders through the leadership of the chief executive officer.

Among its most important responsibilities, the board reviews and approves:

Appointment and succession of senior management
Remuneration of the chief executive officer and his direct reports
The strategic plan
Capital and operating budgets
Performance targets for the chief executive officer
Identification and monitoring of the principal risks to the company's business
Systems and policies for effective and timely communication

The board manages its own affairs, including the selection of its chair and deputy chair, the formation of special committees as necessary and the evaluation and compensation of directors.

Committees of the board

The full board is informed by four committees that in turn are supported by senior management representatives. The four permanent board committees include:

Audit Committee
Environmental, Health and Safety Committee
Governance Committee
Human Resources and Compensation Committee

 

 

Board resources: