Bristow
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Director Continuing Education Policy

The shareholders of Bristow Group Inc. are best served by a board of directors comprised of individuals who are well versed in modern principles of corporate governance and other subject matters relevant to board service and who thoroughly comprehend the role and responsibilities of an effective board in the oversight and management of the Company.

To this end, all members of the Company's Board of Directors are encouraged to attend such director education programs as they deem appropriate (given their individual experiential backgrounds) to stay abreast of developments in corporate governance and "best practices" relevant to their contribution to the Board generally as well as to their responsibilities in their specific committee assignments and other roles.

While it would be contemplated that each director will attend at least one continuing education program each year, the extent and subject matter of director education will vary for each director and is left to each director's individual discretion based on the totality of relevant factors including, but not limited to, the following factors:

  • The director's specific responsibilities on the Board, including the various substantive committees to which the director is assigned and the role of the director within each committee. For example, a director serving on the Compensation Committee may elect to pursue director education emphasizing executive compensation issues, in addition to matters of general import in corporate governance.
  • The director's experiential background in corporate governance and basic understanding of role of the board of directors. For example, an individual with an extensive history of service on numerous boards may elect to forego primer courses addressing basic corporate governance issues based on his or her accumulated practical knowledge.
  • The director's exposure to current developments in corporate governance and corporate administration through his or her professional endeavors, service on other boards of directors, or independent research or reading. For example, an individual from the accounting, legal or consulting profession may keep abreast on developments through the ordinary course of their professional activities without supplemental director education.
  • The pace and materiality of regulatory and other developments relating to corporate governance and corporate management. For example, a director may determine that supplemental director education is required to stay current with rapidly developing new regulations such as those under the Sarbanes-Oxley Act of 2002.

Appropriate areas of director education need not be confined to corporate governance topics per se and may include such broader topics as accounting, finance, general business, environmental, health and safety and human resource management, as each director deems appropriate to enhance his or her effectiveness.