Corporate Governance

The Board of Directors and Management of Chinook are committed to ensuring proper corporate governance practices that meet current regulatory requirements. Chinook complies and will continue to comply with all applicable regulations with a goal of providing transparency and accountability in our corporate governance practices. The Company’s approach to Corporate Governance is compliant with Toronto Stock Exchange requirements.

MANDATE OF THE BOARD

The Board of Directors (the “Board“) of Chinook Energy Inc. (“Chinook” or the “Corporation“) is responsible for the stewardship of the Corporation.  In discharging its responsibility, the Board will exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances and will act honestly and in good faith with a view to the best interests of Chinook.

  • in consultation with the Chief Executive Officer of the Corporation (the “CEO“), define the principal objectives of Chinook;
  • supervise the management of the business and affairs of Chinook with the goal of achieving Chinook’s principal objectives as developed in association with the CEO;
  • discharge the duties imposed on the Board by applicable laws; and
  • for the purpose of carrying out the foregoing responsibilities, take all such actions as the Board deems necessary or appropriate.

The Board holds regularly scheduled meetings to review the business affairs of Chinook. At each meeting of the Board and its committees, an opportunity is provided for the independent members to meet independently of the non-independent members and members of management.

Read the Mandate of the Board of Directors

Read the Board Diversity and Renewal Policy

Read the Board Majority Voting Policy

Read the Position Description – Chairman of the Board

Read the Position Description – Lead Director

Read the Position Description – President and Chief Executive Officer

BOARD COMMITTEES

The Board has established an Audit Committee, a Reserves, Safety and Environmental Committee and a Compensation, Nominating and Corporate Governance Committee to assist in the discharge of its duties.

Read the Audit Committee Mandate and Terms of Reference

Read the Terms of Reference for the Audit Committee Chair

Read the Reserves, Safety and Environmental Committee Mandate and Terms of Reference

Read the Terms of Reference for the Reserves, Safety and Environmental Committee Chair

Read the Compensation, Nominating and Corporate Governance Committee Mandate and Terms of Reference

Read the Terms of Reference for the Compensation, Nominating and Corporate Governance Committee Chair

CORPORATE GOVERNANCE POLICIES

Code of Business Conduct and Ethics

The Code of Business Conduct and Ethics is a statement of the principles to which Chinook is committed and is designed to direct all employees, officers and directors in the practice of ethical business conduct. The code is a guide to the standards of behavior that we require in all of our business activities. Directors, officers and employees must know these standards and agree annually in writing to comply with the code. The code not only applies to Chinook employees, officers and directors but also to independent contractors to the extent that they conduct activities on behalf of Chinook.

Read the Code of Business Conduct and Ethics

Disclosure, Confidentiality and Trading Policy

The Disclosure, Confidentiality and Trading Policy establishes procedures to permit the appropriate disclosure of information to the public in an informative, timely and broadly disseminated manner, ensures that non-public information remains confidential and ensures that trading of Chinook securities by directors, officers and employees is conducted in compliance with applicable securities laws

Read the Disclosure, Confidentiality and Trading Policy

Whistleblower Program

Chinook is committed to the highest standards of openness, honesty and accountability. The integrity of the financial and other information of Chinook is vital as it guides the decisions of the Board of Directors of Chinook and is relied upon by our shareholders, financial markets and other stakeholders.

Read the Whistleblower Program