Investment Committee

Responsibilities

The Committee is responsible for approving and periodically monitoring the capital expenditures budget, as well as approving and periodically monitoring M & A transactions, making recommendations to the Board of Directors as necessary.

1. Committee reviews capital expenditures budget as part of the budgeting process:

a. Review all individual proposed and committed capital projects over $10 million

b. Review all other expenditures in aggregate, by line of business

i. Sustaining capital expenditures

ii. Growth capital expenditures

- Evaluate risked IRR/ NPV;

iii. Multi-Client Portfolio 

- Evaluate risked IRR/ NPV;

c. Committee reviews net cash exposure on capital expenditure, comparing cash received and committed pre-funding levels to actual and projected capital expenditures on :

i. All individual proposed and committed capital projects over $10 million; 

ii. In aggregate, by line of business.

d. Committee reviews prior year capital expenditure results (possibly in conjunction with year-end impairment test review.);

e. Committee shall periodically evaluate internal cost capitalized versus the market rate for similar services;

2. Committee receives quarterly updates:

a. Updates on capital expenditure budget, sustaining vs. growth, risked IRR/ NPV;

b. Discuss all capital projects over $10 million where there has been an unfavorable and material change in the risk / return of the project.

3. Committee reviews all AFEs over $100 million before approval by the CEO and shall make recommendations to the CEO.

4. Committee reviews all M&A projects over $10 million.  Projects shall be submitted to the Committee at such point where the project appears likely to go forward and well before the execution of a final purchase and sale agreement or any other significant financial commitment.   Committee shall make its recommendations to the CEO.

Membership

The Investment Committee is chaired by Mrs. Helen Lee Bouygues*. Members of the Investment Committee are:

• Mrs. Anne-France Laclide-Drouin*
• Mr. Mario Ruscev*
• Mr. Michael Daly*