Corporate Governance

Corporate Governance

The Board of Directors of ACT Energy Technologies Ltd. (the “Company” or “ACT”) have approved a mandate for the Board which includes, among other duties and responsibilities: the approval and monitoring of the strategic, business and financial plans of the Company, the supervision of performance and succession planning of senior officers, the assessment of principal risk factors relating to the business of ACT and the monitoring and oversight the integrity of the financial reporting and disclosure.

Every Director is required to act honestly and in good faith and in the best interests of the Company and to exercise the care, diligence and skill of a reasonably prudent person. Responsibilities not delegated to senior management or to a committee of the Board remain those of the full Board.

Image

BOARD OF DIRECTORS

ACT’s board of directors has three standing committees: audit, governance and compensation. The charters of each such committee are below. In addition, an independent Lead Director was appointed in 2022.
We continue to enhance our focus on good corporate governance by building on our existing practices. Those practices include the following:
  • In-camera sessions, absent any members of management and non-independent directors, take place at each meeting of the board of directors and its committees.
  • Effective January 1, 2023, ACT has implemented equity ownership guidelines for directors, officers and senior management.
  • We have a code of business conduct and ethics, which helps us to ensure that matters are handled ethically and with integrity.
  • In 2023, we rolled-out a “Business Ethics Hotline” to facilitate anonymous reporting of any questionable activities.
Our Board Of Directors

CATHEDRAL'S GUIDING PRINCIPLES

Our Guiding Principles support our vision, embody our culture and reflect what we value. They are our core beliefs that govern the way we work together and with our customers. All team members adhere to these values as they are core to our success as an organization.
About our Guiding Principles
Image

CATHEDRAL'S GUIDING PRINCIPLES

Our Guiding Principles support our vision, embody our culture and reflect what we value. They are our core beliefs that govern the way we work together and with our customers. All team members adhere to these values as they are core to our success as an organization.
About our Guiding Principles
Image

GOVERNANCE COMMITTEE

The Governance Committee mandate includes, among other duties and responsibilities: monitoring the effectiveness of the system of governance within the Company; assessing the effectiveness of the Board of Directors as a whole; committees of the Board and the contributions of individual members; and identifying, recommending, orienting and educating new directors. The Governance Committee is comprised of independent directors.
Icon
Governance Committee Charter
211 KB 1 file(s)

AUDIT COMMITTEE

The Audit Committee mandate includes among other duties and responsibilities: monitoring the financial reporting process and systems of internal controls; monitoring the independence and performance of the external auditors; reviewing interim and year-end financial statements and other regulatory filings; and recommending such financial statements and filings for approval of the Board of Directors. The Audit Committee is comprised of independent directors.
Icon
Audit Committee Charter
118 KB 1 file(s)

COMPENSATION COMMITTEE

The Compensation Committee mandate includes, among other duties and responsibilities: monitoring the performance and compensation of senior management; and reviewing and providing recommendations to the Board of Directors with respect to implementation and variation of option, compensation and other incentive plans. The Compensation Committee is comprised of independent directors.
Icon
Compensation Committee Charter
201 KB 1 file(s)
Image

Articles & Bylaws

Code of Business Conduct and Ethics Policy

Icon
Code of Business Conduct and Ethics
1 MB 1 file(s)

Business Ethics Hotline

ACT’s Business Ethics Hotline is an independent, third-party reporting system that provides a confidential way for our employees, shareholders and third parties to communicate concerns, specifically related to our Code of Business Conduct and Ethics, without fear that speaking up would be disloyal to their colleagues or to the company and without fear of retaliation. Please file a report through one of the methods shown if you suspect illegal or unethical behavior.
Icon
Whistleblower Policy
1 MB 1 file(s)
Contact Information