Telus 2009 Annual Report Download - page 33

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h) report to the Board, and require management to report to the Committee,
on environmental matters each quarter; and
i) review other risk management matters as from time to time the
Committee may consider suitable or the Board may specifically direct.
4.9 Other
The Committee will review:
a) the expenses of the Chair of the Board and CEO and will assess the
Company’s policies and procedures with respect to the Executive
Leadership Team members’ expense accounts and perquisites, including
their use of corporate assets;
b) the proposed disclosure concerning the Committee to be included in the
Company’s Annual Information Form to verify, among other things, that it
is in compliance with applicable securities law requirements;
c) significant related party transactions and actual and potential conflicts of
interest relating thereto to verify their propriety and that disclosure is
appropriate;
d) the disclosure policy of the Company; and
e) and evaluate, at least once annually, the adequacy of these Terms of
Reference and the Committee’s performance, and report its evaluation
and any recommendations for change to the Corporate Governance
Committee.
The Committee will also have such other duties and responsibilities as are
delegated to it and review such other matters as, from time to time, are referred
to it by the Board.
5. Authority
The Committee, in fulfilling its mandate, will have the authority to:
a) engage and set compensation for independent counsel and other
advisors;
b) communicate directly with the Chief Financial Officer, internal and
external auditors, Chief Compliance Officer and Chief General Counsel;
c) delegate tasks to Committee members or subcommittees of the
Committee; and
d) access appropriate funding as determined by the Committee to carry out
its duties.