Corporate Governance

At Northbridge, we recognize the importance of maintaining standards of corporate governance which reflect applicable legal and regulatory requirements as well as a thoughtful approach to emerging practices. At the heart of our commitment is the understanding that directors and management have a responsibility to shareholders and that a sound and effective approach to corporate governance is fundamental to enhancing our Board’s ability to counsel management in generating long-term shareholder value.

Our Corporate Governance and Nominating Committee is responsible for shaping our corporate governance policies and practices which, as a TSX-listed public company, are consistent with guidelines established by Canadian securities regulators.

Our current corporate governance practices are described in detail in our annual Statement of Corporate Governance Practices.

Corporate Governance

HIGHLIGHTS OF OUR PRACTICES INCLUDE:

A Code of Business Conduct and Ethics which governs our directors, officers and employees and those of our subsidiaries, each of whom annually confirms their obligations under the Code.

A commitment to accurate, transparent and timely disclosure of material information.

A Board that:

  • Oversees the management of our business and affairs and sets the tone for a culture of integrity throughout.
  • has a majority of independent directors and committees consisting entirely of independent directors
  • operates under written charters for itself and its committees
  • annually reviews its performance
  • has an Audit Committee with responsibility for overseeing the integrity of our financial statements, financial reporting process and control environment, managing our relationship with our external auditors and supervising the effective operation of our Whistleblower Policy
  • has a Corporate Governance and Nominating Committee with responsibility for overseeing our overall approach to corporate governance, including director nominations, compensation, orientation, continuing education and performance evaluation
  • has a Compensation Committee with responsibility for overseeing our executive compensation practices

 Directors who:

  • reflect the highest personal and professional integrity, possess relevant experience and expertise and are regarded for sound business judgment
  • are expected to demonstrate integrity, expertise, diligence, honesty, good faith and professionalism

 Governance Documents: