Rogers 2008 Annual Report Download - page 21

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ROGERS COMMUNICATIONS INC. 2008 ANNUAL REPORT 17
The Audit Committee reviews the Company’s accounting policies
and practices, the integrity of the Company’s financial reporting
processes and procedures and the financial statements and other
relevant public disclosures to be provided to the public. The
Committee also assists the Board in its oversight of the Company’s
compliance with legal and regulatory requirements relating to
financial reporting and assesses the systems of internal accounting
and financial controls and the qualifications, independence and
work of external auditors and internal auditors.
The Corporate Governance Committee assists and makes
recommendations to the Board to ensure the Board of Directors
has developed appropriate systems and procedures to enable the
Board to exercise and discharge its responsibilities. To carry this
out the Corporate Governance Committee assists the Board in
developing, recommending and establishing corporate governance
policies and practices and leads the Board in its periodic review of
the performance of the Board and its committees.
The Nominating Committee assists and makes recommendations
to the Board to ensure that the Board of Directors is properly
constituted to meet its fiduciary obligations to shareholders
and the Company. To carry this out, the Nominating Committee
identifies prospective Director nominees for election by the
shareholders and for appointment by the Board and also recom-
mends nominees for each committee of the Board including each
committee’s Chair.
The Compensation Committee assists the Board in monitoring,
reviewing and approving compensation and benefit policies
and practices. The Committee is responsible for recommending
director and senior management compensation and for succession
planning with respect to senior executives.
The Executive Committee assists the Board in discharging its
responsibilities in the intervals between meetings of the Board,
including to act in such areas as specifically designated and
authorized at a preceding meeting of the Board and to consider
matters concerning the Company that may arise from time to time.
The Finance Committee reviews and reports to the Board on
matters relating to the Company’s investment strategies, hedging
program, and general debt and equity structure.
The Pension Committee supervises the administration of
the Company’s pension plans and reviews the provisions and
investment performance of the Company’s pension plans.
Over the years the Canadian economy has benefited greatly from family-
founded and controlled companies that are able to take a longer-term view
of investment horizons and general business management. At Rogers, we have
successfully overlaid disciplined corporate governance processes that strike
a healthy balance of being supportive of the business’ continued success,
making common business sense, and benefiting all shareholders.”
Alan D. Horn
Chairman of the Board
Rogers Communications Inc.
Rogers has a long tradition of strong independent voices and directors in the
boardroom and sound governance structures which ensure that their influence
is real. The structure of our Board is very much intended to ensure that the
Directors and management act in the interests of all Rogers’ shareholders –
an approach that has helped ensure the continuance of strong independent
family-founded Canadian companies.
Peter C. Godsoe, OC
Lead Director
Rogers Communications Inc.