SOCIAL MEDIA COMMITTEE CHARTER





























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Adopted by Electrameccanica Vehicles
Corp. Board of Directors on this ____ day of December
2017.

















CHARTER FOR THE SOCIAL MEDIA COMMITTEE OF THE BOARD OF
DIRECTORS


OF ELECTRAMECCANICA VEHICLES CORP.





A.
 PURPOSE





The
Social Media Committee (SMC) oversees the social media strategy
initiatives for Electrameccanica Vehicles Corp. pursuant to
Regulation FD. Members of the SMC are appointed by ECCTF Board of
Directors Nominating Committee and are accountable to the Board of
Directors. The committee will:





1.
 Provide compliant
Regulation FD strategic leadership for social media through the
alignment of social media strategies and activities with enterprise
strategic objectives and processes.





2.
 Establish and
maintain corporate policies with respect to use of social media for
both process-driven social engagements, as well as for use of
social media by employees for participating in social conversations
(e.g. blogging and Tweeting by subject matter
experts).





3.
 Prioritize social
media initiatives and deliver final approvals and recommendations
on proceeding with proposed social media projects, including
process, technology, and organizational projects.





4.
 Ensure open
communication between the social media department and the other
functional units of Electrameccanica Vehicles Corp. to promote
collaborative strategies, planning, and
implementation.





The SMC
is not responsible in any way for the social media unit’s
operating budget and social media unit staff. Day-to-day operations
of the social media unit are expected to be influenced by decisions
made by the SMC, but are not to be directly carried out by the
committee. The SMC will not advise social media unit staff to make
any decisions or take any action which violates enterprise policies
or regulations.





B.
 AGENDA
- ONGOING





The
agenda of a typical SMC meeting will include the following
items:





1.
 Review major
projects (process, technology and organizational) in progress and
discuss concerns (i.e. status and issues).


2.
 Review and set
disposition for new project proposals (i.e. approve, decline, or
defer).


3.
 Review any changes
in social media/business strategies and policies.


4.
 Review the project
priority list to consider adjustments.





C.
 MEMBERSHIP





1.
 The Committee shall
consist of not fewer than three directors with a majority being
Independent Directors, as shall otherwise be deemed to be
“independent directors” as defined in Rule 5605 (e)(2)
of the NASDAQ OMX Group Company Guide;





2.
 All members of the
Committee shall have a working familiarity with basic board and
corporate governance, human resources, Social Media, PR/Corporate
Communications, and Ad-hoc members, as required, who are experts on
aspects of social media, such as compliance or legal
department;





3.
 Members of the
Committee shall be appointed by the Board and shall serve at the
pleasure of the Board. If a chairman is not appointed by the Board,
the members of the Committee will select its chairman (the
“Chairman”);





All
permanent members of the SMC should be very familiar with the
social media unit policies (Regulation FD), procedures, and
practices, and will undergo internal training to prepare them for
their roles. Additionally, all permanent members should have the
authority to make decisions and take actions on behalf of the
business unit they represent.





If any
member is unable to attend most SMC meetings, then the committee
chair will designate a replacement. If the SMC chair is unable to
attend most SMC meetings, then the committee itself will designate
a replacement.





D.
 MANDATE





a)
 The SMC chair will
be appointed by the ECCTF Board of Directors Nomination
Committee.





b)
 The SMC shall meet
on a Quarterly basis. These meetings will be scheduled by the SMC
chair or designated proxy.





c)
 Comprehensive and
explicit social media acceptable use policies are to be developed
by the legal, HR, and social media units. These policies are to be
applicable across all departments within the enterprise, for both
process-driven social engagement as well as use of social media by
employees for social conversation participation, such as blogging
or Tweeting by subject matter experts.





d)
 All proposals must
follow a specific business case methodology as mandated by the SMC.
This methodology includes clear definitions of business and social
media measures as well as benchmarks of progress.





e)
 Electronic copies
of all proposals must be submitted to the SMC chair by the
sponsoring business unit at least 1 business days in advance of the
SMC meeting.





f)
 Copies of all
project proposals to be reviewed by the SMC will be sent by the
committee chair to the rest of the committee members at least 1
business days in advance of the meeting.





g)
 Approval for all
projects will be reached through a majority vote of the SMC. The
vote will be administered by the SMC chair. Each member of the
committee shall be entitled to one vote.





h)
 SMC has the
authority to reject any proposal which it deems not to have made a
sufficient case or which does not significantly contribute to the
strategic social media goals of Electrameccanica Vehicles
Corp.





i)
 Approved technology
projects will be coordinated with the IT Steering Committee, if one
exists.





j)
 At each meeting,
the committee will receive progress reports on all previously
approved proposals. The SMC can recommend the termination of any
project which is not meeting its projected goals.





k)
 Each year, the SMC
will provide the ECCTF Board of Directors with a report that
reviews project progress for the previous fiscal year and set a
priority list of projects for the coming fiscal year.

















EVALUATION OF THE COMMITTEE’S PERFORMANCE





The
Committee shall, on an annual basis, evaluate its performance under
this Charter. The Committee shall address all matters that the
Committee considers relevant to its performance. The Committee
shall deliver a report setting forth the results of its evaluation,
including any recommended amendments to this Charter and any
recommended changes to the Board’s or the Corporation’s
policies or procedures.





COMMITTEE RESOURCES





The
Committee may conduct or authorize investigations into or studies
of matters within the Committee’s scope of responsibilities,
and may retain, at the Corporation’s expense, such
independent counsel, or other advisors as it deems necessary. The
Committee shall have the sole authority to retain or terminate any
search firm to be used to identify director candidates, including
sole authority to approve the search firm’s fees and other
retention terms, and such related fees are to be borne by the
Corporation.





REPORTS:





The
Committee will record its summaries of recommendations to the Board
in written form, which will be incorporated as a part of the
minutes of the meeting of the Board at which those recommendations
are presented.





MINUTES:





The
Committee will maintain written minutes of its meetings, which
minutes will be filed with the minutes of the meetings of the
Board.





NON-EXHAUSTIVE LIST





The
foregoing list of duties is not exhaustive, and the Board Chair
may, in addition, perform such other functions as may be necessary
or appropriate in the circumstances. The Board Chair shall have the
power to delegate his or her authority and duties to a Committee of
the Board or an individual member of the Board as he or she
considers appropriate.