Corporate governance relates to the activities of the Board of Trustees (the Trustees), the members of which are elected by and are accountable to the Unitholders. The Trustees of Killam Apartment REIT are responsible for the stewardship of Killam and for overseeing the conduct of the business of Killam and the activities of management, who are responsible for the day-to-day conduct of the business.
The Trustees believes that effective corporate governance is critical to the continued and long-term success of Killam by helping to maximize unitholder value over time. The Trustees strongly believes that its commitment to sound corporate governance practices is in the best interests of the unitholders and contributes to effective and efficient decision-making.
Declaration of Trust & Trust Governance Documents
Board Committee Mandates
The primary responsibility for Killam's financial reporting, accounting systems and internal controls are vested in senior management and are overseen by the Board of Trustees. The Audit Committee is a standing committee of the Board of Trustees established to assist the Board of Trustees in fulfilling its responsibilities in this regard. The Audit Committee has unrestricted access to Killam's personnel and documents.
Governance and ESG Committee
The Corporate Governance and Environmental, Social & Governance (ESG) Committee assumes general responsibility for developing Killam's approach to governance, social and environmental issues and applicable guidelines, makes recommendations to the Board of Trustees in this regard for discussion and final approval. The Committee is also responsible for identifying, recruiting, appointing trustees and providing ongoing development for directors and overseeing Board and trustee evaluations. Specifically, the Governance Committee reviews, reports and where appropriate, provides recommendations on: (i) candidates for election to the Board of Trustees; (ii) standards of performance for trustees; (iii) the size of the Board of Trustees; (iv) tenure of individual trustees; (v) trustees' remuneration in relation to current compensation practices; and (vi) the structure, responsibility and composition of Board Committees and the merit of Unitholder proposals.
The Compensation Committee is responsible for reviewing, reporting and, where appropriate, providing recommendations to the Board of Trustees on: (i)the appointment of the Chief Executive Officer and other officers; (ii) existing management resources and succession plans for officers and other management ranks; (iii) the performance of the Chief Executive Officer and other officers; (iv) Killam's executive compensation policy and the compensation of the Chief Executive Officer and other officers; and (v)proposed material changes to organization or personnel and the consideration of pension and benefit plan issues.