Corporate Governance

Monument Mining Limited believes that good corporate governance improves the Company’s performance for the benefit of all stakeholders including employees, local communities and shareholders. The Company reviews its corporate governance and practices to aim for continual improvement and the best standards.

Board of Directors

The board of directors will direct the management to operate the business of the Company in a manner that enhances shareholder value and is consistent with the highest level of integrity. Management is expected to execute the Company’s business plan and to meet performance goals and objectives.

The Company’s Board consists of six Directors, three of whom are independent: Graham Dickson, Michael John Kitney and Jean-Edgar de Trentinian.

At present, the Company has an Audit Committee and a Compensation Committee. Additional committees may be established as and when the Board considers it necessary.

Audit Committee

The Audit Committee is appointed by the Board of Directors to assist the Board in fulfilling its oversight responsibilities. The Audit Committee’s primary responsibilities are to:

• Oversee the process related to the Company’s financial risk and internal control;
• Oversee financial reporting; and
• Oversee internal and external audit processes.

Compensation Committee

The Compensation Committee has the responsibility to review and recommend for approval by the Board all remuneration of the senior Management of the Company. The Compensation Committee is also responsible for identifying, evaluating and recommending nominees to the Board of Directors and its committees. In certain circumstances the Committee may retain outside consultants to conduct searches for appropriate nominees.

Insider Trading Policy

The Company has an Insider Trading Policy to prevent improper trading in securities of the Company. The policy is to ensure that the directors, officers, employees and consultants of the Company act in accordance with applicable laws and the highest standards of ethical and business conduct.

Additional information on the Company and corporate governance is on SEDAR at www.sedar.com