The position of the Chair has been vacant since March of 2007. Previously, a non-independent director held the position. The company continues to have an independent Lead Director, as no Chair has been appointed yet. Mr. Richardson the current Lead Director is also a member of the Audit and Risk Management Committee as well as the Compensation, Nomination and Governance Committee. This results in a possible conflict of interest for the Lead Director. Therefore, the board requires an independent Chair that can be in the position to provide fair oversight of the board and committees. The merits required to be the Chair are very different from that of a Lead Director. The position of the chair requires strong and dynamic leadership and the ability to perform effective oversight of the Co-CEOs. Also, the Chair of the company provides the necessary motivation and energy required to oversee change and the implementation of strategy. The Chair also effectively fulfills its role and responsibilities in the best interest of the Company and its shareholders. Where else, a Lead Director is simply another director on the board with additional responsibility. Also, it is common for Canadian corporations to only have one Chair rather than two Co-CEOs. Having two Co-CEOs leads to a fragmented vision as two different people have a different mindset. Also, it is not common practice for Co-CEOs to hold important committee positions. This structure can also lead to internal conflicts, as the