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Duties and Responsibilities of the Chairman of the Board

A. The chairman of the board shall manage, and act as chief administrative officer of, the board of directors with the following specific duties and responsibilities:

  1. to act as the chair, unless absent, at all meetings of the shareholders and the board of directors;
  2. to act as the spokesperson for the board of directors;
  3. to review the agenda for each meeting of the board of directors;
  4. to assist the board of directors in the discharge of its mandate and responsibilities; and
  5. to approve and sign on behalf of the board of directors all communications and reports from the board of directors to the shareholders.

B. Such other duties and responsibilities as set forth in respect of the Board as a whole and in respect of the several committees of the Board.


The duties and responsibilities set out above do not extend, and are not to be interpreted as extending, the obligations and liabilities of the directors beyond those imposed by applicable law and in each case are subject to the Memorandum and Articles of the Company and applicable law.