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| |    | | |  The Company complies with Canada 's corporate governance regime. Board of Directors The Board of Directors is responsible for the stewardship of the business and for acting in the best interests of the Company and its shareholders. The Board of Directors discharges its responsibilities directly and through its committees, currently consisting of the Audit, Compensation Committee, Reserves Committee and the Corporate Governance and Nominating Committee. The Board of Directors meet at least quarterly to review the business operations, corporate governance and financial results of the Company. Audit Committee The Audit Committee comprises three Board members, each of whom is independent of the Company. The Audit Committee oversees the accounting and financial reporting processes of the Company and its subsidiaries and all audits and external reviews of the financial statements of the Company on behalf of the Board, and has general responsibility for oversight of internal controls, accounting and auditing activities of the Company and its subsidiaries. The Audit Committee reviews the Company's quarterly and annual financial statements. Compensation Committee The Compensation Committee is composed of three Board members, each of whom is independent of the Company. The Compensation Committee is responsible for administering the Company's executive compensation program. Corporate Governance and Nominating Committee The Corporate Governance and Nominating Committee of the Company comprises three independent Board members has the responsibility in general for developing and monitoring the Company's approach to corporate governance issues and for proposing new nominees, when deemed appropriate, for appointment or election to the Board and recommending the new Board nominees at the next annual meeting of shareholders. Reserves Committee The Reserves Committee of the Company is composed of three Board members, two of whom are independent of the Company. This Committee has the responsibility in general for developing the Company's approach to the reporting of oil and gas reserves and the valuation of those reserves.
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