Corporate Governance

Charter of the Audit Committee

The audit committee (the "Audit Committee") is a committee of the board of directors (the "Board of Directors") of Talon Meta ls Corp. (the "Corporation"). The primary function of the Audit Committee is to assist the Board of Directors in fulfilling its over sight responsibilities relating to the financial accounting and reporting process...

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Charter of the Board of Directors

The board of directors (the "Board of Directors" or the "Board") of Talon Metals Corp. (the "Corporation") is responsible for the general supervision of the activities and management of the affairs of the Corporation and for acting in the best interests of the shareholders of the Corporation (the "Shareholders"). The Board of Directors will discharge its responsibilities directly and through its committees, currently consisting of the Audit Committee and the Corporate Governance and Compensation Committee.

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Code of Business Conduct and Ethics

This Code of Business Conduct and Ethics ("Code") is intended to document the principles of conduct and ethics to be followed by the employees, officers (including, without limitation, the Chief Executive Officer, Chief Financial Officer and other high ranking financial officers), directors of Talon Metals Corp. and its subsidiary entities (as defined in Schedule "A" attached hereto) (collectively, the "Corporation").

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