Blackberry 2012 Annual Report Download - page 95

In February 2009, the Company and certain of its officers and directors entered into settlement agreements with the OSC and SEC to
resolve the OSC and SEC investigations relating to the Company’s historical stock option granting practices. For a detailed discussion
of these settlements, see the sections entitled “Restatement of Previously Issued Financial Statements – OSC Settlement”
and “Restatement of Previously Issued Financial Statements – SEC Settlement” in the MD&A for the fiscal year ended February 28,
2009, which can be found under the Company’s profile on www.sedar.com.
A
udit and Risk Management Committee
The Audit and Risk Management Committee’s purpose is to provide assistance to the Board in fulfilling its legal and fiduciary
obligations with respect to matters involving the accounting, auditing, financial reporting, internal control, and legal compliance and
risk management functions of the Company and its subsidiaries. It is the objective of the Audit and Risk Management Committee to
maintain free and open means of communications among the Board, the independent auditors and the financial and senior
management of the Company.
The full text of the Audit and Risk Management Committee’s Charter is included as Appendix A to this Annual Information Form.
Mr. Kerr, Ms. Kotchka, Ms. Stymiest and Mr. Richardson, are the members of the Committee, each of whom is a director of the
Company and independent and financially literate under Sections 1.4 and 1.5 of National Instrument 52-110 of the Canadian
Securities Administrators-Audit Committees and the rules and regulations of the Nasdaq Stock Market. The members of the Audit
and Risk Management Committee bring significant skill and experience to their responsibilities including professional experience in
accounting, business and finance. The specific education and experience of each member that is relevant to the performance of his or
her responsibilities as such member of the Audit and Risk Management Committee are set out below:
David Kerr, B.Sc., CA (Chair) – Mr. Kerr has a B.Sc. from McGill University. Mr. Kerr is Managing Partner of Edper Financial
Corporation, a financial management company. From July 2002, to August 2006, Mr. Kerr was Chairman of Falconbridge Limited
(formally Noranda Inc.) and prior to that he was President and Chief Executive Officer of Falconbridge Limited. Mr. Kerr is a
director of Brookfield Asset Management Inc.; Sustainable Developments Technology Canada; Sun Life Financial Corporation; the
Toronto Rehabilitation Hospital Foundation; and the Special Olympics Canada Foundation. In the past five years, Mr. Kerr also
served as a director of Shell Canada Limited.
Claudia Kotchka, B.B.A., – Ms. Kotchka has a B.B.A., Cum Laude, from Ohio University and is a Certified Public Accountant.
Ms. Kotchka held various executive roles during her 31 year career at Procter & Gamble, including Vice-President, Design
Innovation & Strategy from 2001 to 2009. Ms. Kotchka is an independent consultant to Fortune 500 companies on innovation,
strategy and design and is also a speaker at conferences and forums on design and innovation and has been a guest lecturer at business
school and universities. She is a Member of the Board of Trustees of the Smithsonian Design Museum and an Advisor with Stanford
University Institute of Design. She has also served on a number of charitable organizations including as a member of the United Way
Women’s Leadership Council, as well as a member of the Board of Directors of the Audubon Society and Reading for Life.
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