Governance at IPSCO
At IPSCO, we believe that good corporate governance is an essential ingredient in the effective management of the Company and in the creation of sustainable value for our stakeholders. We work hard to ensure that IPSCO's practices and policies reflect both regulatory requirements and best practices in the United States and Canada.
Each year, the Board of Directors reviews IPSCO's corporate governance practices against relevant Canadian securities statutes, regulations and policies, including the corporate governance guidelines adopted by the Canadian Securities Administrators (CSA) as well as the listing requirements of the New York Stock Exchange (NYSE) and the Toronto Stock Exchange (TSX), the provisions of the Sarbanes-Oxley Act of 2002 and the rules announced by the U.S. Securities and Exchange Commission (SEC) in response to Sarbanes-Oxley. In addition, IPSCO's Board regularly reviews the performance of other leading public companies to ensure that our own approach to governance continues to meet or exceed best practices. As a result of these efforts, we are confident that IPSCO meets all applicable corporate and securities law requirements and continues to be a leader in good corporate governance practices.
Director independence and accountability are the foundation of the Company's corporate governance practices. Each of IPSCO's directors, except the Chief Executive Officer, is "independent" within the meaning of the rules of the SEC, NYSE, TSX and CSA. No director, except the Chief Executive Officer, has any "material relationship" with the Company.
Also at the core of the Company's strong corporate governance record are its Code of Business Conduct and Conflicts of Interest Policy, which were enhanced in 2004 with the introduction of the IPSCO Whistleblower Policy. The Whistleblower Policy is an extension of the Company's commitment to ensuring its business is conducted with the utmost integrity and transparency. Each of these policies can be viewed on our website at www.ipsco.com.
A detailed Statement of Corporate Governance Practices, made by members of the Governance and Compliance Committee of the Board of Directors, is included in our 2006 Proxy Statement, and we encourage shareholders to take the time to review the Company's governance infrastructure and initiatives.
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