Strong governance strengthens our policies and performance, and it distinguishes us as a respected precious metals producer. Operating transparently and with integrity has helped us earn the trust of our stakeholders, credibility within our communities, and dedication from our employees.
Hecla operates in the lowest risk-rated jurisdictions with the most robust regulatory frameworks for environmental compliance, health and safety protections, community engagement, and corporate governance. Our site locations are also highly rated by the Fraser Institute’s annual survey of mineral and mining companies for investor attractiveness and a region’s policy climate.
For investment attractiveness, Hecla operates in 4 of the top 10 regions globally (Nevada 1, Alaska 5, Quebec 6, Idaho 9).
For Policy Perception, we operate in 2 of the top 10 globally (Idaho 1, Nevada 5), with 4 in the top 20 (Alaska 13, Quebec 17).
96% of company production comes from Canada and the United States (U.S.). Hecla operates in jurisdictions rated by the Transparency International’s Corruption Perception Index for low corruption. (Canada has a ranking of 11 and the U.S. ranking is 25).
Hecla’s Code of Conduct demonstrates our commitment to seeking and delivering best practices in ethics and integrity in every aspect of our business. Our directors and employees are required to abide by our Code of Conduct to promote the conduct of our business in a consistently legal and ethical manner. We expect our leaders to set the example by being a role model in every respect, and all those with supervisory responsibility to exercise that responsibility in a manner that is caring, receptive, considerate, and respectful. In addition, our Code of Ethics further bolsters these ethical standards for Hecla’s Chief Executive Officer and senior financial officers
The Governance and Social Responsibility Committee (GSR) has adopted procedures to receive, retain, and react to complaints received regarding possible violations of the Code of Conduct, and to allow for the confidential and anonymous submission by employees of concerns regarding possible violations. Our employees may submit any concerns regarding apparent violations of the Code of Conduct to their supervisor, our General Counsel, the Chair of the Governance Committee, or through an anonymous telephone hotline.
Our Corporate Governance Guidelines provide stakeholders with the best-practice principles of our corporate governance program and Board framework. The GSR Committee oversees and conducts an annual performance evaluation of the Board.
The Board of Directors, directly and through the Governance Committee, seeks to maintain corporate governance practices that are aligned with our strategic, financial and operational goals. We do this by conducting processes at least annually to evaluate, optimize, and update governance guidelines, including a director resignation policy and majority voting for director elections. Our Corporate Governance Guidelines also provide shareholders with the best-practice principles of our corporate governance program and board framework. Board committees have written charters that clearly establish their respective roles and responsibilities and are composed exclusively of independent directors. The Governance Committee oversees and conducts an annual performance evaluation of our board.
The Board is responsible for company-wide risk management oversight. Taking reasonable and responsible risks is an inherent part of Hecla’s business and is critical to the continued innovation, growth, and achievement of strategic objectives. Hecla’s long-term success is grounded in our ability to identify and manage the factors that have the greatest impact on our ability to create value over the long term. To accomplish this, the Board actively oversees and monitors the most significant issues that would be reasonably expected to materially impact Hecla’s operations and ensures that necessary steps are taken to foster a culture of risk-adjusted decision making.
We have in place robust, integrated risk management practices that address climate, human capital, and enterprise risks at appropriate intervals. Our risk management practices have evolved and expanded over the decades to reflect shifting business, regulatory, and political climates. Accordingly, our increased reporting of ESG efforts is a reflection of the need to quantify and express many of these same practices that we have implemented for years.
Board Responsibility & Management Accountability for ESG
The GSR Committee, which is responsible for overseeing corporate governance and ESG risks and opportunities, updated its charter in early 2021. In addition, the Health, Safety, Environmental, and Technical Committee supports the furtherance of Hecla’s commitment to adopt best practices in mining operations, promote a healthy and safe work environment, and advance environmentally sound and socially responsible resource development.
At the executive level, the Vice President of External Affairs reports directly to the CEO and is responsible for implementing the Company’s sustainability program, specifically on the community relations, environmental and social aspects of ESG, while the Board focuses on governance aspects.
At the local level, the Company has risk assessment and mitigation measures in place at each operation, and the Vice President – General Managers are responsible for ensuring continuous improvement toward sustainability goals.
The primary responsibility of the Compensation Committee, which consists entirely of independent members of the Board of Directors, is to oversee executive compensation decisions. The pay-for-performance philosophy of Hecla’s executive compensation program plays a significant role in its ability to produce strong operating, exploration, strategic, and financial results. Review our proxy statement to learn more.
Government policy is one of the most powerful external forces affecting us today. New laws and changes to existing laws can fundamentally impact Hecla’s operations and the markets where we do business – and in turn, our bottom line – thereby affecting the Company, our employees, retirees, communities, and shareholders. Since government policy is so critical to our survival and success, we participate in the political process and advocate in a responsible and constructive manner on issues that advance the Company’s goals and protect shareholder value.
Our government affairs representatives meet with lawmakers and government officials on issues that directly impact the Company such as tax policy, land use and access, permitting policy and environmental, health and safety standards. We are also members of trade associations that advocate on behalf of the natural resources industry.
We maintain the Hecla Mining Company Political Action Committee (Hecla PAC), which is a forum for our employees and directors to voluntarily contribute to a fund that supports the election of candidates to Congress that support a regulatory and legislative environment constructive to the operation and development of our mines. The Hecla PAC is organized under the provisions of the Federal Election Campaign Act of 1971 and the amendments of 1974, 1976, 1979. The Hecla PAC is managed by a Chairman who is appointed annually by Hecla’s President and CEO. The Chairman appoints a Vice Chairman, Secretary, and Treasurer. The Chairman also appoints members to the Contribution Committee. Decisions about contributions to specific federal candidates are made by members of the Hecla PAC. We also file all required Hecla PAC contribution reports with the Federal Election Commission. In 2020, the Hecla PAC contributed $62,000 to federal candidates.
We are committed to the highest standard of ethical conduct in our involvement in policymaking and the political process. Additional policies related to our dealings with government officials are included in our Code of Conduct and are reported annually to the Board.
Hecla actively participates and holds leadership positions in national and regional organizations that advocate on behalf of the natural resources industry. We are also members of our local chambers of commerce and are an integral part of the business community where we operate. See the memberships and partnerships section of our 2020 Sustainability Report for more information.
Common stockholders are allowed to vote on important issues, and we actively seek their feedback. In addition, during 2020, Hecla reached out to 50 of our top shareholders to help us understand expectations of performance, maintain transparency and share corporate governance and compensation policies. Some tangible examples of the results of our shareholder outreach activities include:
- enhanced disclosure on our pay-for-performance
- continued to update and strengthen our ESG reporting and metrics on our website and in other publicly available materials, and enhanced disclosure on our ESG efforts
- included more disclosure on enterprise risk management for Board and Committee oversight
Hecla’s Board of Directors (the “Board”) oversees the Company’s business strategy with the goal of delivering long-term value to shareholders and stakeholders. Board composition is a priority for our stakeholders and refreshing the Board with new perspectives and new ideas is critical to a forward-looking and strategic Board of Directors. In 2020, we identified another candidate for director and appointed Ms. Alice Wong in February 2021.
In addition, our Board benefits from the valuable experience and familiarity of longer-serving directors. Ensuring diverse perspectives representing varied skills, professional experience, industry backgrounds, gender, and race is important for the long-term interests of stakeholders. We have one director who is retiring in 2021, and several directors are within one to two years of retirement age and will not be standing for reelection at the end of their respective terms. As such, we anticipate that we will be seeking qualified candidates to further enhance our Board’s relevant experience and diversity.
Hecla supports fundamental human rights and responsible workplace practices across the Company, along our supply chain, and in all jurisdictions in which we conduct business. We operate in jurisdictions where human rights laws are respected and promoted, and we are committed to respecting and observing all human rights, as we strive to conduct business in a manner consistent with the United Nations Universal Declaration of Human Rights and the United Nations Guiding Principles on Business and Human Rights. More information is in our Human Rights Policy Statement.
The Audit Committee assists the Board of Directors in fulfilling its oversight responsibilities – the integrity of the financial statements, the independent auditor’s qualifications and independence, the performance of the internal audit function, compliance with legal and regulatory requirements (including disclosure controls and procedures), and the effectiveness of the internal controls over financial reporting.
We have a Whistleblower Policy adopted by our Audit Committee that encourages our employees to report to appropriate Company representatives, without fear of retaliation, certain accounting information relating to possible fraud. Our employees may submit any concerns regarding financial statement disclosures, accounting, internal accounting controls or auditing matters to the Audit Committee, our General Counsel, or through an anonymous telephone hotline or website. The goal of this policy is to discourage illegal activity and business conduct that damages Hecla’s reputation, business interests, and our relationship with shareholders.