The Board of Directors of North American Palladium (NAP) has approved corporate governance guidelines to promote the effective functioning of the Board of Directors and its Committees and to set forth a common set of expectations as to how the Board should manage its affairs and perform its responsibilities. NAP has also adopted a Code of Conduct that is applicable to all directors, officers and employees of NAP and its subsidiaries. In conjunction with the adoption of the Code, NAP established a reporting procedure to allow for anonymous reporting of any suspected Code violations, including concerns regarding accounting, internal accounting controls or other auditing matters.

A copy of the Code of Conduct, Whistleblower Policy and the mandates of the Board of Directors and each of the Committees of the Board, including the Audit Committee, Governance, Nominating & Compensation Committee and Technical, Environment, Health & Safety Committee, is available below and is also available in print from the Company to any shareholder upon request.

Code of Conduct

Whistleblower Policy

Board of Directors Mandate

Audit Committee Mandate

Governance, Nominating & Compensation Committee Mandate

Technical, Environment, Health & Safety Committee Mandate