North American Silver - Corporate Governance

Corporate Governance Overview

Integrity, accountability, and transparency are the cornerstones of North American Silver’s governance framework. The Company is committed to upholding the highest standards of ethical business conduct, supported by rigorous internal controls and compliance with applicable regulatory requirements.

Our governance practices are designed to promote responsible decision-making, effective risk management, and long-term value creation for shareholders.

Board of Directors

The Board of Directors provides strategic oversight and guidance to management, ensuring that the Company operates in the best interests of its shareholders. The Board is composed of individuals with extensive experience in mining, finance, engineering, and corporate governance.

Key responsibilities include:

Oversight of corporate strategy and performance
Monitoring risk management practices
Ensuring the integrity of financial reporting
Upholding governance standards and policies

Executive Management

North American Silver’s executive team is responsible for executing the Company’s strategy and overseeing day-to-day operations. The team brings decades of experience across mine development, operations, and capital markets, supporting disciplined execution and operational efficiency.

Governance Principles

The Company’s governance framework is guided by the following principles:

Integrity and Ethics
Transparency and Disclosure
Accountability
Risk Management
Sustainable Development

These principles form the foundation of the Company’s approach to corporate governance.

Board Committees

To support effective oversight, the Board has established key committees:

Audit Committee
Responsible for oversight of financial reporting, internal controls, and the audit process.

Compensation Committee
Oversees executive compensation, performance evaluation, and incentive structures.

Corporate Governance & Nominating Committee
Responsible for governance policies, board composition, and director nominations.

Code of Business Conduct and Ethics

North American Silver is committed to conducting business with integrity and in accordance with applicable laws and regulations. All directors, officers, and employees are expected to adhere to the Company’s Code of Business Conduct and Ethics.

The Company maintains procedures for reporting concerns in a confidential and responsible manner.