THE BOARD OF DIRECTORS
The Board is responsible for overseeing the management of the Company and the conduct of the Company's affairs generally. As of the Annual and Special Meeting of Shareholders held on March 21, 2019, the Board consists of seven directors.
The Board is currently composed of six directors, five of whom are independent directors, namely J. Birks Bovaird, Michael Newbury, Samuel Peralta, Yvan Champagne and Stephen Balch.
The other director, H. Vance White
, is considered to be non-independent by virtue of his role as an officer of the Company. H. Vance White is also President and CEO of the Company.
NI 58-101 defines an "independent director" as a director who has no direct or indirect material relationship with the Company. A "material relationship" is defined as a relationship which, in the view of the Board, could be reasonably expected to interfere with such member's independent judgment.