GOVERNANCE

Staying at the forefront of governance standards

Héroux-Devtek is committed to staying at the forefront of corporate governance standards and all employees adhere to a Code of Business Conduct that establishes the highest standards of ethical behavior at all levels of the organization. It provides mandatory guidance and frameworks concerning all our business activities, and is divided into 12 sections:

1. Employees and human rights
2. Environment, health & safety
3. Government business
4. Supplier relationships
5. Bribery and corruption
6. Conflicts of interest
7. Exports, imports, and trade compliance
8. Fair dealings with other people and organizations
9. Confidential information and other assets
10. Data privacy and digital ethics
11. Insider trading and dealing and stock tipping
12. Financial stewardship/controllership

In addition, a Whistleblower Policy is in place to encourage and enable employees to raise any serious concerns within the Corporation without fear of any reprisals or discrimination. Disclosure mechanisms are regularly reminded to employees, who may confidentially contact the Chairperson of the Audit Committee of the Board of Directors, if warranted.

We have also adopted formal mandates for each committee of our Board of Directors and roles, including a Board of Directors charter, an Audit committee mandate, and a charter for the Human Resources and Corporate Governance committee. As well, we have a description of the role of executive chairman of the board and of the lead director.

Today, three women are members of our Board out of a total of ten directors. A woman holds the key functions of Lead Independent Director. We look forward to attracting and promoting more women to various roles across our organization in the years ahead.

Héroux-Devtek continues to closely monitor the changing business and regulatory environment and will adjust its governance and disclosure practices accordingly.