Investors

The Executive Committee, in consultation with the Board of Directors, establishes the objectives and the long-term direction of the Company. The Committee meets regularly throughout the year to review progress towards achievement of the Company's goals and to implement policies and procedures directed at optimizing performance.

• Olivier Y. Muggli PRESIDENT AND CEO Winpak Ltd.
  Winnipeg, MB, CA
• Mustafa Bilgen VICE PRESIDENT Technology & Innovation
  Winpak Ltd.
  Senoia, GA, USA
• James C. Holland PRESIDENT Winpak Division (a division of Winpak Ltd.) and Winpak Films Inc.
  Winnipeg, MB, CA
• Ryan M. Roberts  PRESIDENT Winpak Heat Seal, Winpak Lane, Inc. and Winpak Portion Packaging
  Sauk Village, IL, USA
• Scott M. Taylor  VICE PRESIDENT AND CFO Winpak Ltd.
  Winnipeg, MB, CA
• Randall J. Troutman CHIEF OF OPERATIONAL EXCELLENCE Winpak Ltd.
  Senoia, GA, USA
• Randy Zasitko VICE PRESIDENT Supply Chain and Procurement
  Winpak Ltd.
  Winnipeg, MB, CA

• Antti I. Aarnio-Wihuri² CHAIRMAN OF THE BOARD Winpak Ltd.
  CHAIRMAN OF THE BOARD Wihuri International Oy
  Helsinki, FI
  Director since: 05/18/85
• Martti H. Aarnio-Wihuri² MANAGER Sustainability Program
  Wihuri International Oy
  Helsinki, FI
  Director since: 04/28/11
• Rakel J. Aarnio-Wihuri² MANAGER Digital Transformation
  Wihuri International Oy
  Helsinki, FI
  Director since: 04/23/19 
• Bruce J. Berry² COMPANY DIRECTOR Winnipeg, MB, CA
  Director since: 04/23/19     
• Kenneth P. Kuchma¹  COMPANY DIRECTOR Winnipeg, MB, CA
  Director since: 09/18/19
• Dayna Spiring¹ PRESIDENT AND CEO Economic Development Winnipeg Inc.
  Winnipeg, MB, CA
  Director since: 04/20/16
• Minna H. Yrjönmäki¹ VICE PRESIDENT AND CFO Wihuri International Oy
  Helsinki, FI
  Director since: 04/23/24

1 Member of the Audit Committee.

2 Member of the Corporate Governance, Sustainability, Compensation and Nomination Committee. 

Disclosure Controls and Procedures
Introduction

Winpak is a public company subject to various rules and regulations governing, among other things, the obligation to disclose material information to the public. The Company, defined as a large company by the Canadian Securities Administrators, operates with a small head office staff. For an extended period of time, the majority of the Company's shares have been owned by a relatively small number of shareholders including the ultimate shareholder, Wihuri International Oy of Finland, and various institutional investment and pension funds located mainly in Canada. Winpak has promoted a frank and open relationship with existing and potential shareholders ("investors") in the past. Winpak's Board of Directors embrace applicable regulations for public disclosure and within that framework encourages continued dialogue between investors and the Company's designated Spokespersons.

Disclosure Controls and Procedures
Continuous Disclosure Obligations

The December 19, 2003 CSA National Instrument 51-102, Continuous Disclosure Obligations, requires certain key documents to be publicly filed, such as the annual and interim financial statements, management's discussion and analysis (MD&A) and annual information form (AIF). These disclosure requirements are applicable for financial years beginning on or after January 1, 2004. The list below is a summary only and does not contain all requirements. For more information, refer to the full regulation.

• The filing deadline for Winpak's AIF and annual financial statements is March 31. In the case of the AIF, filing must also occur within 10 days of the date of the AIF. Interim financial statements must be filed by the 45th day after the end of the interim period.
• Annual financial statements must be approved by the Company's Board of Directors before the statements are issued and filed. The interim financial statements must be approved by the Audit Committee before being issued and filed.
• The Audit Committee must review news releases concerning Winpak's financial statements, MD&A and annual and interim earnings before they are publicly disclosed. With respect to other public disclosures of information that are extracted or derived by Winpak from the financial statements, the Audit Committee must be satisfied that management has put appropriate procedures in place for reviewing such information, and the Audit Committee is required to assess the adequacy of those procedures on a periodic basis.
• Interim financial statements must either be reviewed by an auditor or be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor. Winpak does not engage an auditor to review interim financial statements.
• Winpak delivers copies of financial statements and MD&A to security holders who request them. Winpak discloses in the AIF and Information Circular that the financial statements and MD&A are available to security holders and how to obtain them.
• Form 51-102F1 defines content required in the MD&A, and Form 51-102F2 defines the content of the AIF.

Disclosure Controls and Procedures
Policies, Procedures & Narrative

Statement of Policy - Winpak continues to be committed to full and prompt disclosure of material information to investors. No material information shall be disclosed in any way by any employee, officer or director of Winpak unless authorized by Company Policy. This Policy governs the conduct of directors, officers and all other employees of Winpak, and the methods the Company may employ to communicate to the public. Communications include not only written and filed documents such as the annual and interim financial statements, news and earnings releases and the AIF, but also communications to employees, speeches by senior management, information on Winpak's website and meetings with investors and analysts.

Spokespersons - The Company's Board of Directors authorized only the following persons to be Spokespersons: The CEO is designated to speak for the Company on all matters of public interest; the CEO or the CFO are designated to speak for the Company on financial matters; the CEO may delegate in writing other person(s) to speak for the Company on specific matters.

Material Information - Material information is any information that represents a "material change" as defined by the Securities Regulators. This means that any information that could materially impact the price of Winpak shares, either up or down, is deemed to be material. When a dollar value is required to facilitate the consideration of whether information is material, the value of materiality for Winpak has been defined as four percent of normalized annual operating earnings. Specific information directly related to the performance of employment duties such as sales or procurement, which may accordingly be provided to third parties such as customers or suppliers, is not material information for the purposes of this paragraph.

Timing of and Procedure for Disclosure - Any material information will be publicly disclosed within three hours of the information being deemed material. Material disclosures will be published in writing as a press release, or verbally, providing a press release is issued simultaneously. Press releases will be balanced and not promotional. Releases will be disseminated through a wire service, and faxed or e-mailed as requested, according to the Company's authorized Procedure. The Procedure may only be completed by the Company Secretary or his/her designate, or a Spokesperson or his/her designate. Disclosures are authorized prior to release by the Audit Committee in the case of financial filings, and by the CEO, or the CFO if authorized by the CEO, regarding any other report.

Responding to Market Rumors - The Company does not respond to market rumors.

Conference Calls - Currently, the Company does not host quarterly or other multi-party conference calls for analysts and investors. However, the Company's authorized Spokespersons may conduct discussions by telephone or in person with individual analysts and/or investors regarding quarterly results or other matters at any time except during the period three weeks preceding a release of quarterly results, as envisaged by the following section, Communications with Financial Analysts and Investors.

Communications with Financial Analysts and Investors - Periodically, as deemed appropriate or as requested by financial analysts and investors, either or both Spokespersons, and/or a designated Spokesperson, may make presentations to or conduct discussions with limited groups of financial analysts and investors. Management encourages additional active coverage of the Company by qualified financial analysts and welcomes contact by new or potential investors. The Spokespersons will provide the same information to new enquirers as provided to any other investor. If material information not previously publicly disclosed is inadvertently disclosed to a limited audience, the Company will take immediate action to publicly disseminate such information. Should questions arise through discussions with financial analysts and investors that lead the Company to believe explanation is required regarding prior disclosure, then such explanation will be published. Presentations and discussions will be prepared and conducted so that the content is consistent with previous public disclosures and does not constitute additional material disclosure. When Spokespersons conducting meetings or discussions are presented with questions for which answers would include information not previously disclosed, the Spokespersons will decline to provide the information and will advise participants that presentations and discussions cannot provide more than explanation of material information that has already been publicly disclosed. Communication of prepared presentations to, and discussions with, limited groups will be conducted on a basis consistent with each other. The Company will retain records of meetings and communications with financial analysts and investors, if situations arise that are, in the view of the Spokespersons, unusual or could require reference at a later date.

Forward-Looking Information - Winpak may disclose forward-looking information when considered appropriate. Forward-looking information may constitute estimates of sales, earnings, capital expenditures, borrowings or other data considered relevant to investors or analysts in the context of Winpak's operations. Such information will relate to a future time period not exceeding five years. Any forward-looking information will be accompanied by a general disclaimer such as that preceding the Company's MD&A and/or by a specific disclaimer such as, "assuming no unforeseen events".

Website - Certain information may be posted to the Company's website when authorized by a Spokesperson. Information previously made public by a press release may be repeated or supplemented with explanation in a posting to the website, but will not include previously undisclosed material information. The Winpak website contains a direct link to SEDAR, which includes press releases such as annual and interim reports, and therefore such SEDAR filings may not be posted to the Company website.

Document Retention - The Company maintains documentary evidence of the source of data released to the public.

Restrictions on Employee Trading - Winpak restricts Insider Trading in accordance with securities laws. The Company has implemented a separate written Policy regarding Insider Trading that is available upon request and has been provided to all employees.

Disclosure Committee - Due to the limited size of Winpak compared to other larger issuers and the structure of the Company's operations, a Disclosure Committee has not been named. The Company has alternate processes in place and has named the CEO and CFO to fulfill the responsibilities that otherwise would be performed by a Disclosure Committee.