Summary Of RiskMetrics Group’s 2010 Canadian Proxy Voting Guidelines

On December 31, 2009, RiskMetrics Group published updated Proxy Voting Guidelines for TSX-listed issuers holding securityholder meetings on or after February 1, 2010. The Guidelines include recommendations for securityholder votes on routine business, director elections, securityholders' rights, capital/restructuring matters, executive officer and director compensation, and social and environmental proposals. The recommendations in the Guidelines place a strong emphasis on supporting and enhancing corporate governance and disclosure best practices.

The following is a summary of some of the key securityholder voting recommendations made by RiskMetrics in the Guidelines.

Board of Directors