Committees and Policies

The Board of Directors has created an Audit Committee and a Governance Committee to further the effective functioning of First National's corporate governance strategy.

Audit Committee

The Audit Committee's responsibilities include:

Management of the relationship with the external auditor, including the oversight and supervision of the audit of the Company’s financial statements;
Oversight and supervision of the quality and integrity of the Company’s financial statements and
Oversight and supervision of the adequacy of the Company’s internal accounting controls and procedures, as well as its financial reporting practices.

The Audit Committee consists of three independent directors, all of whom are considered financially literate for the purposes of the Canadian Securities Administrators’ Multilateral Instrument 52-110 – Audit Committees.

Committee Members: Robert Mitchell (chair), Robert Pearce, and Diane Sinhuber

Governance Committee

The Governance Committee’s responsibilities include:

Periodically assessing and making recommendations on First National's approach to goverance issues
Assisting in the development of governance policies, practices and procedures for approval by the Board
Review of conflicts of interest and transactions involving related parties of First National
Periodically reviewing the effectiveness of the Board of Directors

The Governance Committee consists of four directors, all of whom are independent for the purposes of National Instrument 58-101 – Disclosure of Corporate Governance Practices.

Committee Members: Barbara Palk (chair), Duncan Jackman and Robert Pearce, Martine Irman

The Board has also adopted several policies which reflect best practices in governance and disclosure. These include a Disclosure Policy, a Code of Business Ethics and Conduct, a Whistleblower Policy and an Insider Trading Policy.