Corporate Governance

Corporate Governance is the process and rules by which a company is managed on behalf of its shareholders and stakeholders. The Board of Directors of Stamper recognize the importance of sound corporate governance and follows North American governance standards for board conduct. This helps assure that the directors are aware of and accountable for the financial condition of Stamper. Subsequently, the Board has established the following committees.

The Audit Committee provides oversight of the financial reporting process, selection of the independent auditor and conducts a comprehensive review of the audit results. The Audit Committee assists the board in fulfilling its corporate governance and overseeing responsibilities in relation to the Company’s financial reporting, internal control systems, risk management systems and external audit functions. Furthermore, the Audit Committee’s role is to provide recommendations and advice to the Board of Directors.

The Compensation Committee made up of independent directors of the Stamper’s board, sets the compensation levels for the senior management. In addition to management salaries, the Compensation Committee also determines the level of stock options and warrants compensation for the management and employees. The compensation committee also provides the Company’s charter, specifying its purpose and the evaluation procedures for the committee.

The Company’s Governance Committee’s main role is to recruit new board members and to ensure that each board member is equipped with the proper tools and motivation to carry out his or her responsibilities. This includes; assessing the board’s current composition and identifying missing qualities and characteristics, drafting a recruitment plan and continuously cultivating new prospects, developing job descriptions for board members, orienting new board members and continuing to educate all members on their responsibilities ensuring that the board regularly engages in self-assessment an ongoing basis and a continuous focus on identifying, preparing and recruiting future governance leaders.