Board Committees

CryptoLogic’s Board of Directors has four committees.

Audit Committee. Our Audit Committee is composed entirely of independent directors, who are either financially literate or financial experts. Our Audit Committee monitors our systems of internal financial controls and procedures, evaluates and reports on the integrity of financial statements, enhances auditor independence, and oversees our financial reporting process. Please refer to the Audit Committee’s Terms of Reference.

Compensation Committee. The Compensation Committee is comprised entirely of independent directors who recommend human resource and compensation policies, review the performance of the CEO and set the salary, bonus and other benefits of our Chairman and CEO.  Please refer to the Compensation Committee's Terms of Reference.

Nominating Committee. The Nominating Committee consists of three directors, two of whom are independent. The committee reviews the skills of prospective directors, identifies any deficiencies, directs the interview process, and makes recommendations on candidates to the Board as a whole, which makes the formal appointments. The Nominating Committee also assesses the effectiveness of the Board, its committees, and the contribution of individual directors. Please refer to the Nominating Committee’s Terms of Reference.

Corporate Governance and Compliance Committee. The Corporate Governance and Compliance Committee reviews our corporate governance to ensure we adhere to industry best practices and all applicable legal requirements. The committee also reviews our compliance practices relating to the license and certification of our gaming software in applicable jurisdictions, reviews probity reports, and assesses global legislative developments as they may affect our business. Please refer to the Corporate Governance and Compliance Committee's Terms of Reference.