Corporate Governance

Northern Superior Resources strives to set high professional standards in the way its officers, managers, employees and contractors carry out their work on behalf of the Company. These standards are defined in the Company’s Board manual in a series of charters, detailed position descriptions, codes and policies.

As important as the Board Manual is as a guide in setting high standards for all those engaged with Northern Superior activities, the Company does recognize the importance of encouraging its staff to maintain and expand its knowledge and expertise in exploration and management. This is done through staff participation in relevant conferences, courses and involvement in professional organizations.

The current Board consists of individuals who bring a long history of experience, credibility and integrity to the Company. A review of the Board Members biographies illustrates how well grounded these individuals are in the junior mineral exploration industry, bringing to the table an excellent balance of technical, financial, marketing and corporate governance skills. In addition, the interests of these Board members are well aligned with Shareholders, all being directly invested in the Company.

The attributes of these board members, combined with the high level of excellence established by management, bode well for the continuance of a very high level of corporate governance in the way the Company is run both administratively, as well as with its exploration programs. Historically, these efforts have been reflected in the Company having been awarded the Ontario Business Achievement Award for Corporate Governance, and recognized as Prospector of the year in Québec, both in 2012.

Approval

The Board of Directors oversees management’s responsibility for financial reporting and internal control systems through an Audit Committee. This Committee meets periodically with management and annually with the independent auditors to review the scope and results of the annual audit and to review the financial statements and related financial reporting and internal control matters before the financial statements are approved by the Board of Directors and submitted to the shareholders of the Company. The Board of Directors of the Company has approved the Financial Statements and the disclosure contained in this MD&A.