Good corporate governance demonstrates the Board’s ability to independently direct and evaluate the performance of Accord’s management as well as that of the Board members themselves. This is achieved through a well-qualified Board, a strong relationship between the Board and senior management and strong governance practices and procedures.
Accord has considered the guidance provided by the CSA’s National Policy 58-201 ("NP 58-201") in developing its corporate governance practices. NP 58-201 is intended to assist companies in improving practices and contains guidelines on issues such as the constitution and independence of corporate boards and their functions. Accord’s corporate governance practices generally comply with NP 58-201’s fundamental principles. Accord also follows the provisions of CSA National Instrument 58-101 with respect to disclosure of its corporate governance practices.
CSA has also enacted rules regarding the composition of audit committees (Multilateral Instrument 52-110 - Audit Committees) and the certification of an issuer’s disclosure controls and procedures and design of internal control over financial reporting (Multilateral Instrument 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings). Accord is currently in compliance with the requirements of these instruments.
The Board currently comprises six directors, four of whom are independent of management and free from any interest or business which could reasonably be perceived to materially interfere with, or compromise their ability to act in the best interests of Accord, aside from their interests in shareholdings. Tom Henderson and Ken Hitzig are, by definition, related directors. A number of Board members also act as directors of other public companies. All directors stand for re-election annually.