Corporate Governance

Enbridge is committed to the principles of good governance and uses various policies, programs and practices to manage corporate governance and ensure compliance.

This commitment has resulted in Enbridge being recognized as a leader in corporate governance. In 2003, the company was ranked AAA+ - the highest ranking possible - in a study on Board shareholder confidence by the University of Toronto's Rotman School of Management. Early in 2004, Governance Metrics International, an independent governance review organization that ranked the governance practices of more than 2,000 international companies, gave Enbridge a ranking of "excellence in corporate governance" and placed the company in the top 7% of all companies surveyed.

The Board of Directors of Enbridge oversees business activities at a strategic level to verify they are consistent with our company's long-term objectives and shareholder expectations. To maintain independence and objectivity, most of the Board members are not employees of the company.

The Board has delegated to its Governance Committee the role of overseeing corporate governance. This committee monitors new and emerging issues in corporate governance and promotes the use of superior governance practices in our Board's processes. Enbridge follows a corporate risk assessment process to identify operational and financial risks throughout the organization. Results of this process are presented each year to the Board and its Audit, Risk and Finance Committee.

The Board's Environment,Health and Safety (EH&S) Committee sets EH&S directions and commitments, and reviews EH&S performance in key areas. Comprehensive EH&S reports from our main business units are provided to the committee each year. In 2004, the Board and senior management plan to review the EH&S Committee's terms of reference to consider possible changes to correspond with our company's new Corporate Social Responsibility policy. Recommendations are being brought forward to broaden the committee's mandate to include responsibility for human rights, community investment and stakeholder relations.

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