COVID-19 update TEXT SIZE S M L CONTACT US HOW CAN WE HELP YOU? ABOUT US OUR COMPANIES INVESTOR RELATIONS SUSTAINABILITY NEWSROOM Corporate Governance The Board and the management of Fortis acknowledge the critical importance of good corporate governance practices in the proper conduct of the affairs of the Corporation. The Corporation’s governance framework is routinely reviewed and examined against evolving best practices to ensure that the Board continues to effectively oversee the management and business affairs of the Corporation. BOARD BIOS Douglas J. Haughey Chair of the Board Calgary, Alberta David G. Hutchens President and CEO, Fortis Inc. Tucson, Arizona Tracey C. Ball Corporate Director Victoria, British Columbia Pierre J. Blouin Chair of the Governance and Sustainability Committee Montreal, Quebec Paul J. Bonavia Corporate Director Dallas, Texas Next Douglas J. Haughey is Chair of the Board of Fortis. Mr. Haughey was Chief Executive Officer of The Churchill Corporation, a commercial construction and industrial services company focused on the western Canadian market, from August 2012 through May 2013. From 2010 through its successful sale to Pembina Pipeline in April 2012, he served as President and Chief Executive Officer of Provident Energy Ltd., an owner/operator of natural gas liquids midstream facilities. From 1999 through 2008, Mr. Haughey held several executive roles with Spectra Energy and its predecessor companies, including President and Chief Executive Officer of Spectra Energy Income Fund. Mr. Haughey graduated from the University of Regina with a Bachelor of Business Administration and from the University of Calgary with an MBA. He holds an ICD.D designation from the Institute of Corporate Directors. Mr. Haughey joined the Fortis Board in May 2009 and was appointed Chair of the Board of Fortis in September 2016. He serves on all Board Committees. Mr. Haughey served as Chair of the Human Resources Committee from March 2015 to September 2016. He served on the Board of Directors of FortisAlberta from April 2010 and served as its Chair from April 2013 to February 2016. Other Public Board Memberships: Keyera Corporation MANDATES AND POSITION DESCRIPTIONS The Board of Directors is responsible for ensuring effective leadership of the Corporation and providing oversight in key areas with specific mandates. BOARD MANDATE POSITION DESCRIPTION FOR CHAIR OF THE BOARD AUDIT COMMITTEE MANDATE GOVERNANCE AND SUSTAINABILITY COMMITTEE MANDATE HUMAN RESOURCES COMMITTEE MANDATE POLICIES RESPONSIBILITIES OF THE BOARD OF DIRECTORS The stewardship of the Corporation is primarily the responsibility of the Board and three standing Committees of the Board, which work closely with the President and Chief Executive Officer. CODE OF CONDUCT SHAREHOLDER ENGAGEMENT POLICY POLICY ON REPORTING ALLEGATIONS OF SUSPECTED IMPROPER CONDUCT AND WRONGDOING (WHISTLEBLOWER POLICY) BOARD AND EXECUTIVE DIVERSITY POLICY MAJORITY VOTING POLICY DISCLOSURE POLICY RESPECTFUL WORKPLACE POLICY POLITICAL ENGAGEMENT POLICY ANTI-CORRUPTION POLICY TECHNOLOGY ACCEPTABLE USE POLICY PRIVACY POLICY ENGAGING ON POLICY AND SOCIAL ISSUES Certain things are core to our business ethos. These include supporting the communities we serve, and our industry’s important role in society, including in the transition to cleaner energy. This commitment is reflected in our involvement with and financial support of various organizations that advance these priorities, and in our governance framework: Our Code of Conduct identifies support of our communities as an important aspect of who we are as a company – we provide financial contributions to literally hundreds of non-profit organizations ranging from local chambers of commerce and food banks to cultural and artistic organizations, and encourage volunteerism among our employees Our Political Engagement Policy recognizes the importance of participating in public policy discussions that impact our industry, including through involvement with trade associations and other non-profit organizations Our Anti-Corruption Policy reinforces our commitment to strict compliance with laws regulating lobbying and political engagement TRADE ASSOCIATIONS Trade associations often serve as a voice for our industry, with many being key advocates for and enablers of cleaner energy. Trade associations leverage the collective resources, know-how and experience of their members to collaborate, share knowledge and educate key stakeholders, including regulators and legislators. Below is a list of trade associations to which the Fortis organization contributed at least C$25,000 in 2019. Trade Associations OTHER NON-PROFITS Fortis supports other tax-exempt organizations that advocate on policy issues of relevance to the utility industry, such as renewable energy and electrification of transportation, and other issues of social significance. Below is a list of tax-exempt organizations which may engage in lobbying or political activity to which Fortis contributed in 2019. Due to the large number of tax-exempt entities to which we contribute and in order to focus our disclosure on those that are most likely to engage in public policy advocacy of interest to our stakeholders, we have excluded certain categories of organizations, including chambers of commerce; local economic development organizations; municipalities/counties; regional planners; first responders; professional organizations and governing bodies; pure research, educational or historical organizations; standards organizations; and political and government organizations. Other Non-Profits GOVERNANCE Fortis subsidiaries operate on a substantially autonomous basis, with local management, and generally with independent boards of directors, but are expected to adopt a policy framework that is consistent with the requirements of the Fortis core policies. Our Code of Conduct requires strict compliance with all laws and regulations, specifically referencing those relating to lobbying and political contributions. The Code outlines our responsibilities and internal control processes for authorizing, reporting, monitoring and recording lobbying activities, and political and charitable contributions. The Code requirements relating to lobbying and political and charitable contributions are reinforced and expanded on through our Anti-Corruption Policy and Political Engagement Policy. Fortis and subsidiary management are responsible for advancing our corporate-wide strategic objectives, including promoting clean energy and other sustainability goals. Management directs their respective operations to advance these objectives. Generally, executive compensation is also tied to how well these objectives are achieved. In this way, advancing our strategic energy and climate objectives is core to the management function, which includes oversight of trade association memberships. Our management and boards review our trade association memberships regularly to avoid material misalignment with our corporate values and policies. A history of superior returns to shareholders News, information and useful tools for investors. Learn more Committed to preserving our provincial heritage Fortis contributes $3.25 million to commemorate Newfoundland and Labrador’s First World War Battle of Beaumont-Hamel. Fortis community initiatives Questions about investing in Fortis Look here for answers to questions about Fortis shares. Frequently asked questions Interested in learning more about Fortis? 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