Our corporate governance practices comply with the guidelines for effective corporate governance established by the Toronto Stock Exchange. We are committed to high standards of corporate governance and will continue to review and update our corporate governance practices to ensure we meet the evolving standards and guidelines.

TSX Guidelines (pdf)
Board of Directors
Committees
Code of Conduct (pdf)

COMMITTEES

Compensation, Nomination and Governance Committee
The Compensation, Nomination and Governance Committee is charged with, among other things, the establishment and periodic review of Rock Energy’s compensation philosophy, the compensation and performance standards for the Chief Executive Officer and other executive officers and the approval of executive compensation disclosure. In addition, the Compensation, Nomination and Governance Committee is charged with the responsibility of proposing new nominees to the Board, assessing the effectiveness of the Board and its individual members on an ongoing basis and reviewing corporate governance practices on a regular basis to ensure that they continue to be appropriate.

Members:
William H. Slavin (Chairman), James K. Wilson, Stuart G. Clark

Audit Committee
The mandate of the Committee is contained in the Corporation’s Annual Information Form (pdf) dated March 16, 2006.

The primary objectives of the Committee are as follows:

1. To assist directors in meeting their responsibilities (especially for accountability) in respect of the preparation and disclosure of the financial statements of Rock and related matters;
2. To provide better communication between directors and external auditors;
3. To enhance the external auditor’s independence;
4. To increase the credibility and objectivity of financial reports; and
5. To strengthen the role of the outside directors by facilitating in depth discussions between directors on the Committee, management and external auditors.

Members:
James K. Wilson (Chairman), Stuart G. Clark, Malcolm T.D. Adams

Reserves Committee
The Reserves Audit Committee assists the Board in meeting their responsibilities to review the qualifications, experience, reserve audit approach, costs of the independent engineering firm that performs Rock Energy’s reserve audit and review of the report.

Members:
Ken H.F. Severs (Chairman), Malcolm T.D. Adams, William H. Slavin