2016 Annual report

Human Resources Committee

Composition

The Human Resources Committee is composed of at least three directors, including the Chair 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 CEO’s performance and recommending his compensation to the Board of Directors.

In addition, the Committee receives, reviews and approves the President and CEO’s recommendations on the total compensation for vice-presidents.

It updates the company’s management succession plan and reviews the major issues of the company’s human resources.

Activity Report

In accordance with its mandate, the Committee conducted an evaluation of the outgoing President and CEO Richard Gagnon and submitted its report to the Board of Directors. It further recommended to the Board the President’s compensation for 2016 and the related targets.

The Committee also adopted recommendations made by the President and CEO on the vice-presidents’ compensation for 2016 and the related targets. It also assessed the company’s results and evaluated to what extent 2016 objectives were reached. Moreover, the Committee reviewed pension benefit values for members of management.

It also adopted a transition and communication plan for the change in presidencies.

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