Human Resources Committee

Composition

The Human Resources Committee is composed of at least three directors, including the Chairman of the Board of Directors, who also chairs the committee.

Members

Jacques Martineau, Chairman
Michel Côté
Gaëtan Couture

Mandate

The Human Resources Committee is responsible for conducting an annual evaluation of the President and Chief Executive Officer’s performance and recommending his compensation to the Board of Directors.

In addition, the committee receives, reviews and approves the President and Chief Executive Officer’s recommendations on the total compensation for vice-presidents.

The committee also updates the Company’s management succession plan.

Activity Report

In accordance with its mandate, the committee conducted an evaluation of the President and Chief Executive Officer and submitted its report to the Board of Directors. It further recommended to the Board the President’s compensation for 2015 and the targets to be attained in relation to that compensation.

The committee also ratified recommendations made by the President and Chief Executive Officer on the vice-presidents’ compensation for 2015 and the targets to be reached in relation to that compensation. It also assessed the Company’s results and evaluated to what extent 2014 objectives had been reached. Moreover, the committee reviewed pension benefit values for members of management.

Lastly, the committee conducted an annual review of the Company’s management succession plan and discussed it with the Board of Directors.

Jacques Martineau
Chairman