Audit Committee

The Audit Committee assists the Board of Directors in fulfilling its responsibilities by monitoring the oversight of the system of internal controls, and by a financial monitoring function including examining the annual reports prior to their adoption by the Board of Directors. The Audit Committee evaluates the independence and competences of the auditors and makes recommendations for appointment of auditors.

The Audit Committee also reviews our accounting policies and evaluates significant accounting and reporting issues. The Audit Committee agrees on the fees, terms, and other conditions of en­gagements, including non-audit services, with the independent auditors and monitors the audit process. The independent audi­tors report directly to the Audit Committee with respect to audit findings and other recommendations, including issues regarding the accounting policies and financial reporting process. Audit findings and recommendations from the independent auditors are reviewed by the Audit Committee and our CFO to ensure that any issues are properly addressed, and all material items and conclusions are presented to the Board of Directors.

Remuneration Committee

The role of the Remuneration Committee is to advise the Board of Directors on the adoption of policies that govern our compensa­tion programs, including incentive and benefit plans. The Remu­neration Committee supports the Board of Directors in setting goals and objectives for the Executive Management, evaluating its performance and deciding on the annual compensation. The evaluation of the performance of the Executive Management is conducted based on a close dialogue with the CEO, and the results of the evaluation process are subsequently considered by the entire Board of Directors. The Remuneration Committee monitors management compensation program trends to ensure that our executive compensation programs are suited to attract, retain, and motivate executive officers and align the interests of Executive Management with the long-term interest of our shareholders. The Remuneration Committee also monitors any extraordinary severance terms associated with members of man­agement or staff leaving the company.

Development Committee

The role of the Development Committee is to evaluate and advise the Board of Directors on scientific, regulatory and development activities that are critical for our programs and technology. The Development Committee supports the Board of Directors in setting and monitoring goals and objectives for our research and development activities and prioritizing activities. The Development Committee reviews our research and development activities on a regular basis and reports to the Board of Directors at each Board meeting.