Corporate Governance - Routes Mines Gold International

Articles

Audit Committee

The Company has established an Audit Committee. The primary objective of the Audit Committee is to act as a liaison between the Board and the Company’s independent auditors and to assist the Board in fulfilling its oversight responsibilities with respect to the financial statements and other financial information provided by the Company to its shareholders, the public and others; the Company’s compliance with legal and regulatory requirements; the qualification, independence and performance of the auditors; and the Company’s risk management and internal financial and accounting controls. The members of the Audit Committee are Ian He(Chairman), Shree Sashtiree Moti Ji.

Nominating and Corporate Governance Committee

The Company has established a Nominating and Corporate Governance Committee. The primary duties of the Nominating and Corporate Governance Committee are to provide recommendations to the Board regarding candidates to fill vacancies on the Board and the Board Committees and to monitor the conduct of corporate governance by the Company. The members of the Nominating and Corporate Governance Committee are Wei Shao (chairman), Shree Sashtiree Moti Ji.

Compensation and Benefits Committee

The Company has established a Compensation and Benefits Committee. The primary duties of the Compensation and Benefits Committee are to review and provide recommendations to the Board in relation to the compensation, remuneration and other benefits paid to the senior executives and directors of the Company and to ensure that the levels of remuneration and compensation paid are appropriate. The members of the Compensation and Benefits Committee are Mr. Aalook (Chairman).

Health, Safety and Environmental Committee

Environmental Committee. The primary duties of the Health, Safety and Environmental Committee are to review the Company’s environmental, health, safety and corporate social responsibility policies and programs and to oversee the Company’s performance in relation to its health, safety, environmental and corporate social responsibility objectives. This role includes monitoring the Company’s compliance with applicable health, safety and environmental laws and regulations.