Corporate Governance

Bow Valley strives to exhibit good corporate governance in all areas of its operations. The Company endeavors to create a corporate culture that represents integrity, honesty and respect. The Company works hard to be a good corporate citizen.

The mandate of the Board of Directors is to supervise the management of the Company and to act in the best interests of the Company and its shareholders. The Board endeavors to act in accordance with all relevant laws, by-laws and regulations. The Board approves all significant decisions that materially affect the Company before they are implemented.

The Board is actively involved in the Company’s strategic planning process and discusses and reviews all materials relating to the strategic plan with management. At least one Board meeting each year is dedicated to the strategic plan, which takes into account the risks and opportunities of the business. Management must seek the Board’s approval for any transaction that would have a significant effect on the strategic plan.

The Board is responsible for choosing the President and CEO, approving the hiring of senior management and monitoring their performance. The Board approves the President and CEO’s compensation. The Board expects the CEO, together with management, to manage the business of the Company in a manner that enhances shareholder value and is consistent with the highest level of integrity. Responsibilities that are not delegated to senior management or a Board committee remain the responsibility of the full Board. The Board annually approves the key business and financial objectives of the Company as presented by management. These annual performance targets, in addition to long-term objectives of profitable growth and increasing shareholder value, define the mandate of the CEO and the management team.

The Board approves all of the Company’s major communications, including annual and quarterly reports, financing documents and material press releases.