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Corporate Governance
Committed to Governance
Our commitment to strong and effective corporate governance practices is a
natural complement to our dedication to building Matrikon to last. We believe
sound corporate governance makes good business sense and effectively serves our
shareholder’s interests while enhancing sustainable shareholder value.
As governance practices continue to evolve, we periodically review, evaluate and
enhance our governance program. Some of the highlights of our program are
described below.
Independence: The majority of our directors are independent, with all
committees composed entirely of independent directors. The independent
directors meet without management present during most in person board and
committee meetings.
| Hugh Bolton |
March 2001 |
 |
100% |
 |
$57,647 |
72,878 |
| Kent Jespersen |
March 2001 |
|
93% |
|
$35,000 |
76,808 |
| Robert Moore |
March 2001 |
|
93% |
 |
$25,000 |
118,031 |
| Michael Percy |
March 2001 |
|
75% |
|
$25,000 |
28,200 |
| Janice Rennie |
January 2003 |
|
100% |
|
$37,500 |
25,321 |
| Nizar J. Somji |
March 2001 |
 |
100% |
- |
$51,872 |
10,607,286 |
| Eric Rosenfeld |
July 2007 |
|
100% |
|
$nil |
3,152,900 |
Compensation
& Governance
Audit
Committee
Disclosure committee: In fiscal year 2006, we reviewed our disclosure
policy. As a result, our disclosure policy was modified based on best
practices. A disclosure committee was established to bring increased rigor to
our review of public documents and disclosure issues.
Alignment of director and shareholder interests: All board members are
required to hold a minimum of three times their annual director retainer in
shares. All board members meet this requirement, and, as of November 1, 2007,
all directors hold at least five times their annual retainer in Matrikon stock.
Continual evaluation: An annual evaluation is conducted to determine
whether the board and its committees are functioning effectively and to
consider recommendations to improve board effectiveness.
Strategic plan review and approval: To ensure that the board is fully
informed of the strategic issues and critical risks facing Matrikon, the board
has one meeting each year devoted to the review and approval of Matrikon’s
strategic plan.
Additional governance material:
Please note: Information contained
in the Investor section of Matrikon's web site was accurate at the time of
posting, but may have been superseded by subsequent disclosures.
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