The Board may delegate its duties to, and receive reports and recommendations from, any committee of the Board. The Board has established four committees: an Audit Committee, a Corporate Governance and Compensation Committee, a Environment, Social and Governance (“ESG”) Committee, and a Reserves Committee.
The Audit Committee is responsible for overseeing the integrity of NuVista's financial reporting process and financial statements, the system of internal controls, the management of financial risks and the internal and external audit process, including the appointment, qualification and independence of the external auditors. The Audit Committee reviews and recommends for approval of NuVista's quarterly and annual financial statements, MD&A, news releases, annual reports and other securities filings. The Audit Committee also oversees processes for monitoring compliance with laws and regulations, the maintenance of management information systems and the implementation of loss prevention and disaster recovery programs.
The committee is responsible for assessing our corporate governance practices and making recommendations to the board with respect to corporate governance practices; establishing a nomination process and making recommendations to the board with respect to the nomination of directors; assessing, at least annually, the effectiveness of the board and its committees; determining compensation and terms of employment for executives, including the granting of common shares and incentives; approving our compensation and variable pay plans; and assessing, at least annually, the compensation and terms of employment of our President and Chief Executive Officer.Members:
Refer to our annual management information circular which includes details on our compensation of our directors and officers and our knowledge and skills of our current board members.
The ESG Committee's responsibility includes oversight of climate, safety, and ESG-related risks and opportunities by reviewing, reporting and making recommendations to the board on the development, implementation and monitoring of our policies, procedures, practices and strategies to assist us to conduct our business in a safe, socially responsible, ethical and transparent manner for the benefit of all stakeholders and the communities where we operate; oversight of the integration and consideration of climate related issues, risks and opportunities and other appropriate ESG objectives into our strategy, policies, procedures, practices and decision making process; oversight of communication and disclosure of our climate related and other ESG performance and the process by which we identify, assess and manage climate related and other ESG risks and opportunities; and oversight of our safety and environmental programs, risk and performance.
The Reserves Committee assists the Board in overseeing NuVista's oil and natural gas reserves evaluation process and the public disclosure of reserves data and related information in connection with oil and gas activities. The Reserves Committee also assists the Board in fulfilling its responsibilities relating to general aspects of oil and gas operations and development, including capital allocation and budgeting, performance of producing assets, performance benchmarking and portfolio management, as well as responsibilities relating to acquisitions and divestments, including reserves determinations and property valuations.