African Copper PLC - Corporate Governance

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The current board of directors and management of the Company recognize that effective corporate governance practices are fundamental to the long-term success of the Company. Sound corporate governance contributes to shareholder value through increased confidence. The Current Board and management are therefore committed to maintaining a high standard of corporate governance in line with the guidelines provided in (Canadian) National Policy 58-201 - Corporate Governance Guidelines, which establishes the basis for effective corporate governance, and compliance with (Canadian) National Instrument 58-101 - Disclosure of Corporate Governance Practices, which requires that issuers disclose their approach to corporate governance with reference to the Guidelines.

This section provides information on the key components of African Copper's corporate governance practices.


Board Mandate The Board's primary role is the protection and enhancement of shareholder value. The Board of Directors operates in accordance with its Board charter and is made up of three independent Directors and three non-independent Directors.
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Audit Committee Charter The purpose of the Audit Committee is to assist the Board in fulfilling its oversight responsibilities relation to financial accounting and reporting process and internal controls for the Corporation.
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Compensation Committee Charter The purpose of the Compensation Committee is to ensure that the compensation of the officers, directors and employees of the Company are fairly rewarded having regard to performance, the law and governance standards.
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Code of Business Policy & Ethics The Board has adopted a written code of business conduct and ethics for directors, officers and employees of the Company.
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Whistleblower Policy The Board has adopted a whistleblower policy that specifically addresses the Company's commitment to integrity and ethical behaviour. The policy establishes procedures that allow employees of the Company to confidentially and anonymously submit their concerns to the chair of the Audit Committee.
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Disclosure Committee Policy The objective of the disclosure policy is to ensure that communications with the investing public about African Copper are timely, factual, accurate and balanced, and broadly disseminated in accordance with all applicable legal and regulatory requirements. The Policy covers how African Copper manages: • Timely Disclosure and Confidentiality Policy • Procedures in Creating and Verifying Disclosure of Documents • Insider Trading and Black Out Periods • Orientation and Continuing Education
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Management Information Circular
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