Governance

Governance Documents

Mountain Province is strongly committed to the highest standards of ethics and governance. The Company adheres to corporate governance best practices introduced by the Canadian Securities Administrators in National Policy 58-201 and adopted by the Toronto Stock Exchange (TSX). Mountain Province also reviews and revises its best practices on a regular basis. This ensures the Company continues to be up-to-date on market regulation and investor expectations.

Advance Notice Provisions of By-Laws

Mountain Province’s By-Laws require director nominees to provide advance notice to the Company of their proposed nomination for election to the Board of Directors.

Majority Voting Policy

Mountain Province has a Majority Voting Policy, in compliance with the rules of the TSX.

Committees & General Governance

Mountain Province has three board committees. These committees act independently of management and have wide ranging responsibilities. The committees are:

  • Audit Committee
  • Compensation Committee
  • Corporate Governance Committee
Audit Committee

This committee meets with independent auditors to review financial reporting, internal accounting, financial controls and audit procedures. The committee also reviews the Company’s annual report, financial statements and other regulatory documents for public distribution. The Chair of the Audit Committee is David Whittle.

Compensation Committee

This committee meets with the Company’s President to review the compensation of executives and make recommendations to the Board. The Chair of the Compensation Committee is William Lamb.

Corporate Governance Committee

The committee is responsible for developing the Company’s approach to corporate governance. This includes the mandate, size and composition of the board and committees. The committee also assesses the effectiveness of the Board, its members and the role of all three committees.

Business Conduct Policy

Mountain Province has a Business Conduct Policy to ensure that directors, officers, employees and consultants of the Company conduct themselves ethically at all times.

Whistleblower Policy

As a public company, the integrity, transparency and accountability of the financial, administrative and management practices of Mountain Province Diamonds Inc. is critical. This guides the decisions of the board of directors of the Company and is relied upon by shareholders of the Company and the financial markets. For these reasons, it is critical for the Company and its subsidiaries to maintain a workplace where concerns regarding questionable business practices can be raised without fear of any discrimination, retaliation or harassment. 

Individuals who become aware of a violation or potential violation of the Code of Conduct and Ethics can report their concerns in confidence as follows:

CEO@mountainprovince.com

chairman@mountainprovince.com

auditchair@mountainprovince.com

Extractive Sector Transparency Measures Act

For the fiscal year ended December 31, 2017, the Company and its subsidiaries did not have any direct reportable payments of $100,000 or more to any levels of Government in Canada and abroad as defined under the Extractive Sector Transparency Measures Act.

Board Mandate

Board Mandate