The Governance Professional… 20 Years On Victoria, BC • August 19-22, 2018
20th Annual Corporate Governance Conference Fairmont Empress Hotel | Victoria, BC
GPC 2018 Conference Onsite Program - Full Draft 5.indd 1 2018-08-08 1:17:01 PM Governance Professionals of Canada 2017-18 Board of Directors Sunday, August 19, 2018 Carmel Bellamy Corporate Secretary and Senior Director, Governance, Member & Co-operative Relations, Dear Conference Delegate, The Co-operators Group Limited Guelph, ON On behalf of GPC, welcome to the 20th Annual Corporate Governance Conference in beautiful Victoria BC! We are pleased to provide this onsite program, which will Brigitte Catellier assist in guiding you through your next few days with us, so keep it handy. Vice- President, Corporate Governance Meridian Credit Union This year’s conference themed: ‘The Governance Professional...20 Years On’, Toronto, ON brings together leading governance experts and practitioners to provide an up close Misti Christensen (Chair) look at the role of the governance professional, as well as overall governance trends Senior Manager, Governance and and best practices. We sincerely hope that you will find this event to be a valuable Assistant Secretary, Nexen Energy ULC and informative learning and networking opportunity. Calgary AB We are pleased to also provide you with our conference mobile “Event App” Glenn Keeling by Lumi. This app will serve as your companion guide and provide all of the Senior Partner, Executive conference information you need to maximize your experience here with us. Compensation and Governance You will find in the Event App: the map of the facilities, sponsor information, Global Governance Advisors presentations and documents that were submitted by presenters, a list of your Toronto ON fellow delegates and more.
Cyndie Kremyr (Secretary) This year again we have a color scheme for our name badge lanyards in order to Independent Director encourage more local networking (legend on p. 4), so that you can seek out and Abbotsford, BC identify colleagues in your region. We encourage you to also drop by the GPC booth located in the Exhibitor Hall at the designated times, to meet your local peers and David Masse GPC board members, and where you can make a donation to our Charity of Choice: Principal, Governance View Breakfast Club of Canada. Toronto ON If we can enhance your conference experience in any other way, please reach out Sally Maziarz (Vice Chair) to a GPC staff member or board member. You can usually find us at the registration Assistant Corporate Secretary desk or in the GPC Booth. EPCOR Utilities Inc. Edmonton AB A few special notes of thanks: To our GPC conference committee members for their time, support and contribution to this event; to our speakers for contributing their Janis McKenzie (Treasurer) time and expertise to our programming; and to all of our sponsors and partners – Independent Director you make this event possible and our success is yours too. Oakville ON
Bonnie Oakes Charron Finally, as you experience the event, please take the time to fill out your conference Founder and Principal, evaluation survey, which is available electronically (see p. 5) and on the conference Board Concierge App as well. We appreciate and will use your feedback to plan future GPC Ottawa, ON conferences, as well as other GPC events. As an additional incentive, we will draw from the completed evaluations for a FREE registration to our next annual conference Josée Turcotte to be held in Quebec City, August 18 – 21, 2019! Senior Vice-President, Corporate Secretary and Head of Governance I hope you enjoy the conference! HSBC Bank Canada Program printing courtesy of: Toronto, ON Lynn Beauregard President, GPC Lynn Beauregard President, Governance Professionals of Canada Toronto, ON
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 2 2018-08-08 1:17:01 PM Professional Accreditation Table of Contents
LAW SOCIETY OF ONTARIO: The 2018 Annual Corporate Governance Lanyard Legend 4 Conference program has been accredited for Professionalism Content for the Onsite Essentials 5 sessions as indicated on the program. Hotel Floorplan 6 BARREAU DU QUÉBEC: Training activities held outside the Province of Québec, Exhibitor Hall 7 and approved by another Canadian law society or international law societies, are Program Details 8 accredited by the Barreau du Québec. Speaker Profiles 16 Attendees from Quebec need to declare in their training statement the training Corporate Features 31 hours attended and to retain proof of registration and participation. When filing Sponsors 51 their online statement, attendees may use the ID # 10017364 which is applied to such automatically accredited training activities. Note: Members of the Quebec Save the Date for 2019 52 Bar are required to sign-in at each session they attend in order to receive the Attestation de participation, as required under Règlement sur la formation continue obligatoire des avocats. Conference LAW SOCIETY OF SASKATCHEWAN: Registrants may be eligible to complete up to 13.5 CPD hours and 3 ethics hours. at a Glance
LAW SOCIETY OF BRITISH COLUMBIA: The GPC 20th Annual Conference has Pre-Conference: been approved for 27 course hours by the LSBC. Sunday, August 19 • Optional local tours Sessions at the conference are also eligible for the GPC Education Program • First-timers’ Welcome Reception (GPC- EP) CPD requirement (up to 11 hours), and may also be eligible for ICSA, • Welcome Reception CPA, paralegal or other programs. Individuals need to check for eligibility and • Optional Dine Around Victoria submission requirements with their law societies or other professional bodies. Attendees registered for CPD or CLE hours for the conference will receive a Day One: Monday, August 20 certificate of attendance following the conference upon request. Certificates • Annual General Meeting of attendance may also be requested via email after the event. If you have any • Opening Keynote questions relating to CPD hours or CLE credits, please see Albert Orellana onsite • Plenary Sessions or email him at [email protected] • Roundtable Discussions • Closing Plenary • Free evening for delegates Passport Program - Network and Win! Day Two: Tuesday, August 21 Your interaction, networking and enjoyment is our end goal here. Move beyond • Opening Keynote passive listening and become part of the action at the conference! • Concurrent Sessions: • Track A: The Board and The more you network the more chance you have to win 3 nights the Governance Professional and a $100 Spa Gift Certificate to be used over the conference dates • Track B: Critical Issues in next year at the Fairmont Le Chateau Frontenac in Quebec City, QC on Governance August 18 – 21, 2019. • Track C: Key Trends in Governance Check in with our sponsors at their exhibitor booths and get their 4-digit code • Workshops: Choice of 5 at the back of their conference badge to enter in the “Game Center” inside the • Reception, Dinner & conference App and collect 10 points per sponsor! Entertainment Tweet out content using the conference hashtag #gpcvic2018 from the app and Program printing courtesy of: collect 3 points per tweet! Day Three: Wednesday, August 22 • Plenary Sessions Upload a conference networking photo to the app and collect 2 points per photo! • Concurrent sessions: Choice of 3 Meet a first timer – get their 4-digit code and collect 2 points
Meet a GPC board member – get their 4-digit code and collect 2 points
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 3 2018-08-08 1:17:02 PM Charity of Choice: Breakfast Club of Canada
For 23 years, The Breakfast Club has been committed to nurturing the potential Governance Professionals of children by ensuring that as many of Canada 2018 Conference as possible have access to a nutritious Committee breakfast served in an environment that promotes their self-esteem before classes Brigitte Catellier begin. Much more than a breakfast VP Corporate Governance program, the Club’s approach is based on Meridian Credit Union commitment, self-esteem and capacity development. It partners with communities and regional organizations to establish an optimal formula adapted to local needs. Glenn Keeling Now active across Canada, the Breakfast Club helps feed some 200,000 Canadian Senior Partner children in 1,600 schools across the country. Global Governance Advisors
Cyndie Kremyr Independent Director Local Engagement
Josée Turcotte Senior Vice President, We look forward to ‘amping’ up the local engagement at this year’s conference! Corporate Secretary, We have set up THREE different strategies in an effort for GPC to maximize local Head of Governance engagement networking at this event. HSBC 1. Color Scheme for Lanyards
The name tag lanyard colour scheme is broken down by region for all attendees at the conference, in order to facilitate local peer to peer engagement. GPC Staff Team PURPLE: Alberta, Northwest Territories, Yukon Lynn Beauregard, YELLOW: British Columbia President BLUE: Ontario Caroline Bucksbaum, Newfoundland & Labrador, Prince Edward Island, Membership & Event Coordinator ORANGE: Nova Scotia, New Brunswick Albert Orellana, Manager, Events & Special Projects WHITE: International GREY: Quebec Letricia Fullerton, Manager, Administration, Education & GREEN: Manitoba, Saskatchewan, Nunavut Special Projects
Mable Zheng, Accoutning & Finance 2. Scheduled Breaks per Region at the GPC Booth
Seare Araya, GPC will host a lounge in the exhibitor hall. We are designating specific break times IT Administrator for local chapters and regions to meet at the GPC booth so that you can gather for networking and discussions. Those whose regions do not have a time slot assigned are welcome to the General Meet and Greet on Monday morning. Check p. 6 for the full schedule.
3. Tuesday Luncheon seating
Last but not least, GPC will provide seating assigned by region at the Tuesday (August 21st) sit down luncheon in the Crystal Ballroom. Please look for the assigned tables for your your region/chapter.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 4 2018-08-08 1:17:02 PM Lanyard Legend OnsiteOnsite Essentials Essentials
Conference Chapter Colour WinWin a freea free pass pass to to GPC CSCS 2019 2017 in Quebecin St. John’s, City! NL
ThisThis year year the theconference conference evaluation evaluation will willonly only be made be made available available electronically. electronically. You can complete the survey Greater Vancouver Area Orange as youYou go,can within complete the eventthe survey app, oras beyou sure go towithin submit the your event comments app, or be and sure feedback to submit after your the comments event online and at: feedbackwww.surveymonkey.com/r/LSLSBVF after the event online at: www.surveymonkey.com/r/cscs2016 Vancouver Island (Victoria) Goldenrod YourYour comments comments and and feedback feedback are arevaluable valuable to us!to us! We We use use the the submitted submitted surveys surveys to continueto continue the the success success of of thethe conference, conference, improve improve your your overall overall experience experience and and tailor tailor future future events events to meetto meet your your needs. needs. British Columbia Yellow Bonus!Bonus! Complete Complete your your conference conference survey survey by Septemberby September 7, 20182, 2016 and and you you have have a chance a chance of winningof winning a a FREEFREE 2019 2017 CONFERENCE CONFERENCE PASS PASS to Quebecto St. John’s, City, BC,NL, August 1820 – 21,23, 2019.2017. Northern Alberta (Edmonton) Red FollowFollow Us! Us! Southern Alberta (Calgary) Burgundy TheThe conference conference is a is Twitter-friendly a Twitter-friendly event! event! We We encourage encourage you you to totweet tweet throughout throughout the the plenaries, plenaries, Saskatchewan & Manitoba Green workshops,workshops, breakouts, breakouts, Exhibitor Exhibitor Hall Hall and and all allsocial social programming! programming! Our Our official official hashtag hashtags is#GPCVIC2018 are#GovConf2016 . Followor #CSCS us @GovProCanada. Follow us @CSCSGovernance! ! Southern Ontario (Greater Toronto Area) Royal Blue TheThe GPC CSCS Event Event App App Southwestern Ontario Navy Blue ThisWe’re conference excited is to hosted announce on the that mobile this conference Event App is byhosted LUMI on. Oncethe mobile you’re event logged app, in, Guidebook. you’ll have accessGet the to guide theto schedule access theof events,most up-to-date speakers, informationsponsors, presentations about our event, and soincluding much more! schedules, Plus, maps,upload and your much pictures more. and Eastern Ontario (Ottawa) Purple stay connected on social media as you go, all within the app! Android and iOS users: Get the app 1. 1.Visit If theyou Applehave the App Guidebook Store or Googleapp downloaded Play Store already, and download: skip to step “Event #4. If Appyou are by a Lumi first ”time user with Quebec & Atlantic Canada Black If youGuidebook, would like follow to access the rest the of app these via instructions. mobile web browser, simply visit: get.lumieventapp.com 2. 2.Open Go theto the app app and store enter that Event corresponds ID: gpc2018 with (caseyour Android sensitive) or iOS device and search for “Guidebook.” 3. Select the orange + to add the event to your device and then select it again to open it. The North and International White Alternatively, you can scan the QR Code you see here or Get our guide here: guidebook.com/g/cscs2016 4. 3.Enter Once your the credentials app is downloaded, create your own log-in. i. 4.User Tapname: “Enter your passphrase” email (email and useused cscs2016 to register to download for the conference)our guide. (Note: the CSCS event is a private event ii. Passworand willd: gpc2018not appear (case in a sensitive)general event/guide search.) 5. Quickly create a new unique password. 6. OnceOnce you’re you are logged within in, inyou’ll the haveActivity access Feed to of the the schedule app, select of events, the thr speakers,ee lines in sponsors, the upper presentations left-hand corner and so muchto bring more! out Plus, the uploadslide out your menu pictures to view and all stay of connectedthe available on appsocial menus. media as you go, all within the app! Questions about the app or need help downloading? Please visit the Lumi Helpdesk near the registration desk, or at Booth 17 during the exhibitor hall hours. Professional Headshot Photographer Get a Massage and/or a Professional Headshot and Support our In exchange for donations to our Charity of Choice, CSCS will be offering a headshot photography Charityservice to ofdelegates Choice! on a first-come, first-served basis in the Exhibitor Hall, Macdonald DEF. This service is provided by Monique de St. Croix of Unique Perspectives Photography (also our event photographer). In exchangeTake advantage for donations of this opportunity to our Charity during of Choice,our conference GPC will breaks, be offering or speak relaxing to Monique neck and directly shoulder to arrange massagesa mutually on aconvenient first-come, time. first-served basis in the Exhibitor Hall, at the GPC lounge. These services will be provided by a professional RMT (Registered Massage Therapist). You can also update your professional headshot with our official conference photographer Monique de St. Croix from Unique Perspectives Photography. Take advantage of these opportunities during our conference breaks and support the Breakfast Club of Canada.
You can also donate directly to the GPC 20th Annual Conference Fundraiser on line from your desktop or mobile device at: https://tinyurl.com/gpc2018conference
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 5 2018-08-08 1:17:02 PM The Victoria Conference Centre The Victoria Conference Centre VictoriaLevel One Conference Centre Floorplans Level One Level 1 Conference Rooms
Registration & Information Pre Function 2B Main Plenary Room Salon BC
Exhibitor Hall, Meals & Refreshments
Salon A Breakout Tracks Level Two Level 2 Salon BC Level Two Saanich Oak Bay
Closing Dinner & Reception Crystal Gardens Mini Workshops Oak Bay Saanich Salon BC Colwood Esquimalt Roundtables Scheduled Breaks at the GPC Booth (Salon A / Booth12) Salon BC Saanich Break Time Monday, August 20 Colwood 7:30 am – 8:15 am General Meet and Greet Oak Bay 1 10:15 am – 10:45 am Toronto Chapter Meet and Greet Oak Bay 2 12:00 pm – 1:15 pm Calgary Chapter Meet and Greet Crystal Ballroom 2:15 pm – 2:45 pm Edmonton Chapter Meet and Greet Shaughnessy Metchosin
Break Time Tuesday, August 21 Welcome Reception 7:30 am – 8:15 am BC Chapter Meet and Greet Salon A 10:45 am – 11:15 am Ottawa and Quebec Chapter Meet and Greet 2:30 pm – 3:00 pm Saskatchewan and Manitoba Chapter Meet and Greet
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 6 2018-08-08 1:17:02 PM GPC Annual Conference – 2018 Sponsor Information Package Exhibitor Hall - Salon A
FINAL EXHIBITOR FLOOR PLAN / ROOM: SALON A
CompanyCompany BoothBooth Company Booth Company Booth Azeus Convene 5 DiliTrust 1 ConveneBroadridge Inc. 15 5 Nasdaq 1 DiliTrust 2 BroadridgeCISION 9 15 John Dinner Board2 Governance Nasdaq 3 Services & The Planning Group CISIONComputershare 11 9 ISS Corporate 3Solutions John Dinner Board4 Governance Services & The Planning Group ComputershareDiligent 13 6 Azeus Convene 5 4 ISS Corporate Solutions DiligentDiliTrust 1 13 Globe & Mail 6 Donnelley Financial Solutions 14 ICSA 5 Convene Inc. 7 DiliTrustGGA 8 1 GGA 8 6 Computershare DonnelleyGlobe & FinancialMail Solutions 6 14 CISION 9 GPC 12 TMX 7 ICSA 10 GGA 8 Institute of Corporate Directors 16 Computershare8 GGA 11 Globe(ICD) & Mail 11 9 CISION GPCICSA 7 12 GPC 12 ISS Corporate Solutions 4 Diligent 10 TMX 13 ICSAJohn Dinner Board Governance 3 7 Donnelley Financial Solutions 14 11 Globe & Mail ISS ServicesCorporate & The Solutions Planning Group 4 Lumi Global 17 Broadridge 12 GPC 15 John Dinner Board Governance 3 Nasdaq 2 Institute of Corporate Directors 16 Services & The Planning Group 13 Diligent (ICD) LumiTMX Global 10 17 Lumi Global 14 Donnelley Financial17 Solutions Nasdaq 2 15 Broadridge
TMX*20’ x 10’ booth 10 17 Lumi Global *10’ x 10’ booth * 8’ x 10’ booth
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 7 2018-08-08 1:17:02 PM Pre-Conference
Sunday, August 19
12:00 pm Prefunction 2B Registration Opens
5:30 pm Salon A First-timers’ Welcome Reception
6:00 pm – 8:00 pm Salon A Welcome Reception
7:00 pm – 9:30 pm Dine Around Victoria A great opportunity to connect with your fellow attendees and to discover some of the great dining Photo © Tourism Victoria available in Victoria.
Optional Activities
Saanich Peninsula Wine Tour: Visit some of the most established vineyards on Vancouver Island on this chauffeur driven wine tour! Tour includes stops at 3 establishments including tastings at each. Enjoy lunch at a local bistro (included).
High Tea at the Empress Hotel: A grand tradition for over a century, the world-renowned Fairmont Empress has served England’s most beloved ritual of afternoon tea to famed royalty, celebrities, and dignitaries alike. Reinvigorated in our timeless, sophisticated Lobby Lounge, Tea at the Empress will continue this quintessentially Victoria experience. Includes gratuities (15%)
Guided Kayak Tour: A seaside exploration of historic Victoria Harbour. Visit Seal Island at the entrance to the harbour -OR- travel up the Gorge both options being equally exciting. On your kayak adventure, you will be greeted by harbour seals, great blue herons, and if really, really lucky an Orca whale.
Whale Watching Tour: Your Whale Watching tour will take you through some of the world’s most breathtaking scenery. Everywhere you turn, the photographic opportunities are spectacular. Keep your camera clicking as our on-board naturalist shares the ecology of the beautiful environment that surrounds you. The 62-foot Ocean Cruiser Marauder IV is fast, quiet, stable and comfortable. Sit inside, outside, or on the top deck with the Captain – the viewing options are all terrific! Free hot drinks and a spacious bathroom make this 84-passenger boat suitable for all ages and abilities.
Butchart Gardens: Butchart Gardens National Historic Site of Canada is an internationally-known public attraction that has been open to visitors since 1904. It is located on the Saanich Peninsula, approximately 21 kilometers north of Victoria, British Columbia. Whether it be the emerging leaves in the Spring, brilliant pink or white flowers of trees; the dazzling bedding plants framed in by sweeping lawns or the treat to the nose of a waft of a thousand scents of summer, Butchart Gardens has it all!
Golf: A beautiful championship course rated in the top thirty-five in Canada, amidst a dense lush North Pacific evergreen forest. Gardens abound the challenging 18 holes with many lakes, rock outcroppings, and even a few waterfalls. Each hole has a personality of its own, making for an exciting game that favours no specific shot, other than accuracy due to the tightness of some of the fairways. The signature hole is the 417 yard 17th. Playing downhill from the tee, the hole descends towards a natural waterfall that provides a dramatic backdrop. The Olympic View practice facility is the finest in Western Canada. Its natural grass tees, chipping bunkers and five target greens make for a realistic practice environment. Length from the Blue tees is 6530, with a slope of 133 and a rating of 72.0. This course is perfect for the golfer not minding tighter lies, and smaller target areas, along undulating fairways.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 8 2018-08-08 1:17:03 PM Speakers: Fiona L. MacDonald, Corporate Director, Conference Program GMP Capital; BC Ferry Authority; Royal Canadian Mint and BC Chapter Chair, Institute of Corporate Directors; Dave Mowat, Past CEO, ATB Financial and Monday, August 20 Board Director, TELUS; Margie Parikh, Principal, On Governance and Board Director
7:30 am – 8:15 am Salon A Sponsored by: Breakfast in the Exhibitor Hall
8:15 am – 8:45 am Salon BC 12:00 pm – 1:15 pm Salon A GPC Annual General Meeting Networking Lunch in the Exhibitor Hall
8:45 am – 9:00 am Salon BC The GPC conference brings together a unique gathering of key suppliers of critical products and strategic solutions Opening Remarks to help the governance office achieve its objectives. There is no other marketplace like it in Canada! Exhibitor hall 9:00 am – 10:00 am Salon BC breaks are built in to the program to maximize your time Opening Keynote: Gender Diversity with these vendors and to have a chance to fully explore in Canada’s organizations – How the their solutions. Governance Professional can Impact the Change 1:15 pm – 2:15 pm - Roundtable Discussions
1. ESG and the Board – Coro Strandberg, President, Speaker: Tanya van Biesen, Strandberg Consulting Saanich Executive Director, Catalyst Canada 2. Subsidiary Governance – Ann Marie McGovern, Senior Manager Compliance and Senior Counsel; Sponsored by: Legal, Corporate & Compliance Group, BMO Financial Group Oak Bay 1 3. Not for Profit Governance – John Dinner, President, 10:00 am – 10:30 am Salon A John T. Dinner Board Governance Services Metchosin Networking Break in the Exhibitor Hall 4. Crown and Public Sector Governance – Antoinette Bozac, Chief Legal Officer, Head of Human Resources & Corporate Secretary, York 10:30 am – 12:00 pm Salon BC Region Rapid Transit Corporation and Plenary Session: Sarah Neville, Legal Director & Corporate Secretary Board Panel Discussion – The Governance Ontario Financing Authority Oak Bay 2 Professional 20-Years On – A Board’s Perspective 5. The Board’s Role in Strategy and Oversight – The role of the governance professional has seen a Gigi Dawe, Director, Corporate Oversight & significant evolution in the past 20 years. These last two Governance, Chartered Professional Accountants of decades have brought radical changes in the governance Canada (CPA Canada) Salon BC ecosystem, including legal, ethical, regulatory, structural and 6. Proxy System Update – Lara Donaldson, Director, stakeholder-led influences, affecting governance processes Regulatory and Industry Affairs, Computershare and practices across all sectors. This has had a linear impact Canada Colwood on the corporate secretary and governance professional. 7. Defining and Monitoring Board Policies – What was once perhaps more of a transactional role, has Brigitte Catellier, Vice-President, Corporate evolved to a much more strategic role today. Governance, Meridian Credit Union Crystal Ballroom This session, moderated by Rahul Bhardwaj, CEO of the 8. Cybersecurity – Reporting to the Board – Institute of Corporate Directors, will examine this shift Alvin Madar, Director, Risk Assurance Services, PwC and look at how boards and directors view the role and Shaughnessy influence of the GP, and how they impact their boards, committees and organizations today. Panelists will explore 2:15 pm – 3:15 pm - Roundtable Discussions what directors need from GPs and discuss how GPs can (Select from topics above) best partner with and support their boards to help lead their organizations through current disruptive times. 3:15 pm – 3:45 pm Salon A Moderator: Rahul Bhardwaj, President & CEO, Institute of Corporate Directors Networking Break in the Exhibitor Hall
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 9 2018-08-08 1:17:04 PM 3:45 pm – 5:00 pm Salon BC 9:40 am – 10:40 am - Concurrent Sessions Plenary Session: The Chief Governance Officer – Elevating the Track A: The Board and the Governance Professional Influence of the Governance Professional Session 1A: Who Is Protecting Your Board? How Your Corporate Secretary and Chief Internal Moderator: Liz Watson, President and CEO, WATSON Inc. Auditor are Your Best Defense Salon BC Panelists: Karen Hoffmann, Chief Governance Officer & Corporate Secretary, Vancity; Heather Laxton, Chief Aside from the CEO, there are 2 other key roles within an Governance Officer & Corporate Secretary, Wesdome organization that work directly with the board and often Gold Mines Ltd.; Shona McGlashan, Chief Governance have a reporting relationship: the Chief Internal Auditor Officer, Mountain Equipment Co-op (MEC);Bill Wright, and the Corporate Secretary. Vice President Risk, General Counsel & Governance Officer, Edmonton Regional Airports Authority Join our panel for a discussion about how these two roles make all the difference in ensuring the effectiveness of your governance processes and strategic risk Sponsored by: management activities.
Our panelists will share with us important lessons about: • How to protect your board when difficult issues emerge and more importantly, defend against such issues arising in the first place Tuesday, August 21 • What roles do they play in protecting the board by ensuring it fulfills its governance functions, and 7:30 am – 8:15 am Salon A demonstrates its due diligence? • If a crisis arises that the board has to handle Breakfast in the Exhibitor Hall (especially if it has to do with the CEO), how do these two roles help the board deal with such a 8:15 am – 8:30 am Salon BC critical matter effectively? Opening Remarks • Leading practices suggest these positions have a dual reporting relationship -functionally to the board, and 8:30 am – 9:30 am Salon BC administratively to a Senior Executive. How can this be optimized? Opening Plenary: • 3 Best practices for managing the Corporate How do Boards and Management Secretary‘s relationship with the board Create a Cyber Resilient Organization? • 3 Best practices for managing the Chief Internal Cybersecurity is a board issue of key Auditor’s relationship with the board importance and there is a clear mandate for all organizations • Who Is Protecting Your Board? How Your Corporate to manage this risk effectively. It is a complex topic that Secretary and Chief Internal Auditor are Your Best challenges the governance professional to be well informed. Defense Richard Wilson will lead a 2-part session to firstly share a Speakers: Brian G. Brown, CIA, CPA, CMA, C.Dir., unique, leading-edge cyber governance model that explains CFE, Chief Audit Executive, Executive Division, what good “defence-in-depth” security governance looks Canadian Grain Commission, Government of Canada; like. Secondly, Richard will lead everyone through a ‘hands- Maria Capozzi, Principal, Corporate Governance on’ example of how to apply this governance framework & Strategic Initiatives, Office of the Auditor General within your own board. The session will be a great (Manitoba); Julia Eastman, University Governance combination of strategic thinking and practical application. Researcher / Consultant, Adjunct Professor, Gustavson School of Business, University of Victoria Speaker: Richard Wilson, CISSP, Partner, Cybersecurity &
Privacy, PwC Track B: Critical Issues in Governance
Sponsored by: Session 1B: Managing Leadership Transitions: Equipping the Board for Change Saanich Leadership transition of an organization’s board chair, CEO or other executive is a risky time. How do you transform this situation from one of risk to one of opportunity? This session will combine leadership transition fundamentals with real life stories of Canadian leadership changes from the past few years. Corporate (large and small), public
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 10 2018-08-08 1:17:04 PM sector and not-for-profit organizations can all benefit from governance professionals evaluate and refresh current being prepared for their next leadership change today. practices and identify ways to modernize the board.
The discussion will explore: This session will explore updating long-standing and • Applying practical tools in the boardroom and in the inherited practices to be current with new and best C-suite practices in governance, legislation, technology, and • Equip the board, organization, leaders and team to record keeping. have an exceptional transition • Understand leadership transition including the role of Discussion will cover: the board • Checklists for governance essentials • Be able to recognize opportunities to contribute to • Process for identifying and evaluating current leadership transition practices and information • Increased awareness of risks and mitigating strategies • Ways to update long-standing, inherited information during a transition and records • Materials for hand-out and future use Speaker: Jane Halford, Co-Founder, BOLT Transition Inc. Dexter John, Executive Vice President, D. F. King Canada Speaker: Ivy Lumia, Corporate Secretary, Canadian Centre for Occupational Health and Safety, Government Sponsored by: of Canada; Dottie Schindlinger, VP/Governance Technology Evangelist, Diligent
Track C: Key Trends in Governance Sponsored by: Session 1C: Principles and Elements of Effective Executive Compensation Design Oak Bay With the advent of say-on-pay and intensifying scrutiny from shareholders, government and the public, executive Track B: Critical Issues in Governance compensation has become a lightning rod for criticism Session 2B: Diversity on Corporate Boards and and a symbol of how organizations govern themselves Organizations: Where Are We Now? Saanich and respond to the concerns of various stakeholders.
This session will focus on: The session will focus on the existing and future initiatives • Best practices for governance professionals to support with respect to increasing board diversity. The speakers HR Committees will delve into lessons learned, current state and the • Aligning executive compensation design with trends around future steps. The session will provide data business strategy and performance on current status as well as future initiatives. Speakers • Addressing shareholder concerns regarding executive will also delve into barriers which face diverse board compensation design candidates and provide tips on how to advise nominating • Understanding the key guiding principles for committees and board as a whole in their strategies on executive compensation design attracting diverse candidates. Participants will: Speaker: Ryan Resch, Managing Director, • Have better knowledge of existing initiatives to Willis Towers Watson promote and increase diversity on corporate boards Sponsored by: • Understand barriers to entry for diverse board candidates • Practical tips on advising boards in their process of increasing diversity
10:40 am – 11:10 am Salon A Moderator: Christopher Chen, Senior Client Partner and Canada Practice Leader, Executive Pay and Networking Break in the Exhibitor Hall Governance, Korn Ferry
Speakers: Caroline Codsi, ICD.D, President & Founder, Women in Governance; Elisabeth Cooke, 11:10 am – 12:10 am - Concurrent Sessions BA, JD Law, Managing Director, Inclusivity; Jo-Anne Matear, Manager, Corporate Finance, Ontario Securities Track A: The Board and the Governance Professional Commission; Alena Thouin, Deputy Director, Legal Session 2A: Modernizing Your Board and Services, Government of Ontario Governance Framework Salon BC Sponsored by: Many organizations have not evaluated or refreshed their governance framework and practices since incorporation. Law Society of Ontario: This session contains 1 hour of EDI In an era of unprecedented change, this session will help Professionalism Content.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 11 2018-08-08 1:17:04 PM Track C: Key Trends in Governance In this session, we will facilitate a discussion about: Session 2C: Best Practices in Shareholder • It starts with the board and board culture Engagement Oak Bay • How to get organizational culture on the board agenda? In recent years there has been an increase in shareholder • What is the intersection between risk, culture and activism in Canada and proper preventive measures ethics? are critical to mitigate the risks associated with this. • Tools boards can use to identify culture risks Engagement by the board has evolved into regular • Codes of conduct and walking the talk meetings with shareholders without management • Beyond behaviour and ethics…what other factors present as an expectation. drive organizational culture (strategy, leadership, power, tolerance, diversity, etc) This session will discuss: • Mechanisms by which the board can determine, • How does the board and management navigate monitor and direct culture this new era of shareholder engagement? • How the board determines and oversees (and sets • What topics are appropriate for the board to the tone for) the culture of the entire organization discuss and what should be left to management meetings with shareholders Moderator: Mary C. Larson, ICD.D, CEO, L&C Strategic • What are the benefits of a shareholder Advisory Consultants engagement policy? • Hear stories of what worked and what didn’t work Speakers: Debra Brown, D.Min., M.Div., Pro.Dir., from GC’s who have changed their practices President and CEO, Governance Solutions Inc.; • Hear from an institutional investor about what they Geoffrey D Creighton, CEO, In-House Counsel expect in terms of enhancement and why Worldwide and Member, BlackRock Canada IRC; • Consider adopting a policy Christie Stephenson, Executive Director, Peter P. Dhillon • Knowing your shareholders and understanding the Centre for Business Ethics, UBC Sauder School of Business influence of proxy advisors ISS and Glass Lewis • The growing influence of governance conscious Sponsored by: institutional shareholders
Speaker: Jennifer Coulson, ICD.D, Senior Manager, ESG Integration, Public Markets, BCI; Wendy King, Track B: Critical Issues in Governance Vice President, Legal, Risk & Governance, Capstone Mining Corp. Session 3B: Best Practices in Managing AGMs Saanich Sponsored by: • How to reduce the cost of annual shareholder meetings • CBA – how to handle and manage shareholder proposals on the floor 12:10 pm – 1:40 pm Crystal Ball & Palm Court • VSM - Virtual Shareholder Meeting Luncheon Speakers: Denise Ferreira, Director, Shareholder Services, Featuring Speaker: Peter Dey, Chairman, Paradigm; Corporate Secretary’s Department, Sun Life Financial Inc.; The GPC Joyce Borden Reed Award and Graduation Cathy Conlon, Vice President, Corporate Issuer Strategy & of First GPC Education Program Cohort Product Management, Broadridge Financial Solutions, Inc.
Sponsored by: 1:45 pm – 2:45 pm - Concurrent Sessions
Track A: The Board and the Governance Professional Session 3A: What Role Should the Board Play in Track C: Key Trends in Governance Organizational Culture? Salon BC Session 3C: The Corporate Governance Regulatory Board culture either can act like a jet engine, propelling Landscape: A Discussion on New and Developing your board forward, or a drag-parachute, holding it Regulations Affecting You and Your Organization back. This session is about identifying specific cultural Oak Bay attributes you need in the boardroom and organizations This session will review the current regulatory landscape and how to be intentional about making that a reality. and discuss the latest changes, trends and need-to-know The cost of cultural impediments can be measured developments to be on the lookout for, which may financially, and there is a direct connection between impact your disclosure, governance processes, or policies positive cultures and superior financial performance: If in your organization. you can measure it you can change it.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 12 2018-08-08 1:17:04 PM Moderator: Lara Donaldson, Director, Regulatory and session will outline factors to consider when adopting Industry Affairs, Computershare; governance best practices and how to customize governance practices to suit the organization. Speakers: Jo-Anne Matear, Manager, Corporate Finance, Ontario Securities Commission, Nazma Lee, Senior Legal Topics to be covered will include: Counsel, Corporate Finance, British Columbia Securities • Overview of the different types of not for profit Commission; Christine Tabbert, Deputy Director, corporations and how that impacts governance Operations Enforcement, Ontario Securities Commission • Understanding essential elements of governance
• Accountability in a not for profit context Sponsored by: • Board size and composition • Board role statements • Codes of conduct 2:45 pm – 3:15 pm Salon A • Committee best practices Networking Break in the Exhibitor Hall • Tips for effective meetings
Speaker: Anne C. Corbett, Partner, Borden Ladner 3:15 pm – 5:00 pm - Concurrent Workshops Gervais LLP Mini Workshop A: Sponsored by: Elected and Appointed Boards – Challenges and Solutions Oak Bay Mini Workshop C: This session will focus on the unique governance issues and Corporate Strategy Development and the challenges faced by organizations that are not able to select or hand-pick their board members, and the ways these Governance Professional Salon BC organizations work to ensure a high-functioning board. Join Peter Wright and John Dinner as they debate the role the Governance Professional could or should play in the In co-operatives and credit unions, where directors are development of corporate strategy. Is the Governance democratically elected, as well as in other organizations Professional the point person for strategy development? Or where governments or others appoint board members, should they remain the passive observer of the process? governance professionals have to find ways to ensure their board members are adequately equipped to carry out As debate moderator, Doug McLean will offer his own their roles effectively. This session will discuss some of the practical insights, as well as help keep the two sides strategies and processes used by various companies. civil and focused as Peter and John bring their personal experience, biases and knowledge to bear on this subject. The session will explore: • Leading practices for orientation of a “lay” director In addition to having the chance to vote on which • Steps you can take to ensure a high functioning side of the argument will carry the day, you’ll have board even where they are not hand-picked the opportunity to consider possible options and • What others are doing for ongoing director training configurations, as well as go away with practical insights needs for “lay” directors and tools that will help you to solidify your role when • Steps you can take to improve the candidate pool your organization next considers its future direction. • How to educate directors on operations so they can make good decisions while keeping them at the Speakers: John Dinner, President, John T. Dinner Board strategic level Governance Services; Doug McClean, Executive Director, Financial Institutions Commission of British Columbia Speakers: Carmel Bellamy, Corporate Secretary and (FICOM); Peter Wright, Association Strategist, Senior Director, Governance, Member & Co-operative Association Hub, and President, The Planning Group; Relations, The Co-operators; Marilyn Loewen Mauritz, Chief Transformation and Legal Officer, Corporate Secretary, Central 1 Credit Union; Sheldon Stener, Mini Workshop D: General Counsel and Corporate Secretary, Federated Co- Unique Corporate Governance Challenges Faced operatives Limited (FCL) by Public Sector Boards and the Governance Professionals Who Support Them Colwood
Mini Workshop B: This session will start with a brief overview of how Governance Best Practices for Not for Profit the governance frameworks under which public Corporations Saanich sector boards are structured differ from those in the private sector (e.g. the impact of constituting statutes, An examination of the elements that contribute to government directives and policy decisions on board good governance for a not for profit corporation. The authority and agency etc.).
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 13 2018-08-08 1:17:04 PM The session will then highlight key trends in corporate Wednesday, August 22 governance and some of the challenges that public sector governance professionals face in dealing with 7:30 am – 8:30 am Salon A these challenges (e.g. board succession planning, director independence, executive compensation, Breakfast conflict of interest and political activity, impact of policy decisions and government direction on strategic planning, etc.). 8:30 am – 8:40 am Salon BC Conference Recap The session will conclude with 2-3 case studies derived from real life public sector governance failures that 8:40 am – 9:40 am Salon BC have been reported in the media. Participants will be asked to break into small groups and identify Opening Plenary: Climate Change the governance issue and recommend how they, as – The Next Frontier for Corporate governance professionals, would have advised their Governance boards to achieve a different outcome. Climate change is a systemic and Speakers: Antoinette Bozac, Chief Legal Officer systematic risk with the ability to impact nearly every & Corporate Secretary, York Region Rapid Transit sector of the global economy. Mainstream investors, Corporation; Sarah Neville, Legal Director & Corporate lenders, insurers, rating agencies and regulators are Secretary, Ontario Financing Authority seeking enhanced climate-related information from companies to enable the efficient allocation of capital in this transition. Mini Workshop E: Paving the Path to Success: Creating a Customized Given the urgency of climate change issues, it is essential Governance Framework for New Entities and that business leaders set a strong tone at the top on climate Emerging Companies Esquimalt change action and that their boards are knowledgeable and actively engaged in creating a strategy that addresses This session will provide key insights into the best climate risk. Those that incorporate climate change into governance techniques and practices for those involved strategy will be well-positioned to take advantage of new in creating and managing new entities or newly listed opportunities. In this new era of increased attention to organizations. climate change issues, governance professionals have an opportunity to demonstrate leadership by proactively • Learn how to customize the nuts and bolts of a contributing to global best practices. governance framework for your organization • Hear case studies from experts working with new and This session will provide an overview of relevant trends fast-growing cannabis and FinTech companies and developments related to climate change and discuss • Discuss governance issues when companies engage in the implications for corporate governance professionals. transformative transactions (such as a spin-out, new entity or an initial public offering) Speaker: Sarah Keyes, Principal – Research, Guidance • Building a culture of good governance, from the & Support, Chartered Professional Accountants Canada ground up (CPA Canada)
Speakers: Deborah Rosati, Founder & CEO, Women Sponsored by: Get on Board; Kevin West, Founder, Skylaw
Sponsored by: 9:40 am – 10:40 am Salon BC Plenary Session: Key Trends and Update in Corporate Governance Best Practices
Korn Ferry Hay Group works in partnership with the 6:30 pm – 11:30 pm Crystal Gardens Governance Professionals of Canada (GPC) to conduct Closing Dinner an annual survey on “Best Practices in Corporate Reception, Dinner and Entertainment Governance”. Companies all across Canada give their opinions on the evolving corporate governance landscape and its effects on the organization and Sponsored by: executive compensation. This presentation will discuss the results from our 2018 Best Practices in Corporate Governance Survey and interviews with the Excellence in Governance award nominees. Chris Chen will provide
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 14 2018-08-08 1:17:05 PM their insights into executive pay practices, effectively resource and water scarcity, millennial employees and mitigating risk and succession planning and assessments. consumers, and other issues are affecting the risks and opportunities of organizations, their supply chains and Speaker: Christopher Chen, Senior Client Partner and operating environments now and in the future. Canada Practice Leader, Executive Pay and Governance, Korn Ferry Investor, shareholder, regulator, customer, employee and other stakeholder expectations keep rising. Sponsored by: How do Boards get ahead of these trends? What competencies do they need to build and how? What are 10:40 am – 10:50 am Salon A their blind spots, and how can governance professionals Mini Break and corporate secretaries help them manage this new and rapidly emerging development in the governance professional field? 10:50 am – 11:50 am - Concurrent Sessions This session will shed light on a roadmap for boards Track A: The Board and the Governance Professional and those who advise them to anticipate and build best practices in board oversight of corporate sustainability Session 4A: EQ for the Governance Professional (and performance. Boards): How to Build Strong Relationships and be an Influencer Salon BC Moderator: Coro Strandberg, President, Strandberg Consulting The role of corporate secretary is not for the faint- hearted. It is often a case of walking a thin line between Speakers: Michelle de Cordova, Director, Corporate management and board, liaising between them. When Engagement & Public Policy, NEI Investments; Dave conflict arises it is difficult to escape the firing line. Mowat, Past CEO, ATB Financial and Board Director, Dealing with senior executives and highly assertive TELUS; Erin Poeta, Manager, Hugessen Consulting board directors requires tact, diplomacy and emotional intelligence (EQ). The ability to build rapport and forge Sponsored by: strong relationships is essential to function effectively.
A corporate secretary rarely has the line authority of a CEO or COO to force change. They need to be an influencer, a governance advisor with credibility that the Track C: Key Trends in Governance board will listen to. Session 4C: Moving Workplace Sexual Harassment up the Risk Register and Board Agenda: #Metoo This session explores attributes of the emotionally and the Boardroom Oak Bay intelligent person; the approach to being an influencer, with particular reference to the demands of management With movements such as #MeToo and #Time’sUp, we’re and the board. It will equip attendees with the skills and changing how we talk about equality, sexual assault, and attributes required to successfully navigate the minefield harassment in the workplace. characteristic to the life of a corporate secretary. What does this mean for governance professionals and Speakers: Paul Dubal, Head of Corporate Governance, boards? Some issues we’ll explore in this session: First Abu Dhabi Bank in UAE; Amanda Finch, Senior • Board responsibilities for leadership in workplace culture Counsel & Assistant Corporate Secretary, Manulife Bank • The board’s role in crisis response to allegations of of Canada; Heather Laxton, Chief Governance Officer harassment and Corporate Secretary, Wesdome Gold Mines Ltd. • What if your board is the problem? How to deal with individuals who are “untouchable” Law Society of Ontario: This session contains 1 hour of EDI • Creating and communicating the right values, Professionalism Content. ethical conduct, human resources policies and creating a healthy corporate culture that respects the rights of workers Track B: Critical Issues in Governance Speakers: Debra Brown, President and CEO, Session 4B : Putting the G into ESG: The Role of the Governance Solutions Inc.; Dr. Carol Liao, Assistant Board and Governance Professional Saanich Professor, Peter A. Allard School of Law, UBC; Shona McGlashan, Chief Governance Officer, Mountain Social and environmental issues are increasingly Equipment Co-op (MEC) becoming material for boards of directors. Climate change, the low-carbon economy transition, Law Society of Ontario: This session contains 1 hour of EDI demographic change, income inequality, urbanization, Professionalism Content.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 15 2018-08-08 1:17:05 PM Brown College and Stratford Festival of Canada. Mr. Speaker Profiles Bhardwaj is a recipient of the Queen Elizabeth II Diamond Jubilee Medal. Carmel Bellamy Corporate Secretary and Senior Director, Antoinette Bozac Governance, Member & Co-operative Chief Legal Officer, Head of Human Relations,The Co-operators Resources & Corporate Secretary, York Region Rapid Transit Corporation Carmel provides strategic and operational governance leadership to Antoinette Bozac has 20+ years The Co-operators Group Ltd. Board of Directors and the of experience in leading diverse Committees of the Board. In this role, she is accountable teams. In addition to Legal, Compliance and Secretariat for the planning and execution of duties of the Office functions, she managed Human Resources, Corporate of the Corporate Secretary and leads the development Social Responsibility, Government Relations and Risk and delivery of corporate policies, programs and Management. She holds a BA (Honours History, processes to enhance Board/Director performance and Mathematics) degree from Concordia University and BCL effectiveness. She also oversees effective communication, and LLB degrees from McGill University. She is fluently engagement and relations with The Co-operators member trilingual, Lean Six Sigma certified, a synchronized skater, organizations and co-operative affiliates. Carmel is a and an Ontario and Québec lawyer. member of the Governance Professionals of Canada (GPC) Board of Directors where she serves as Chairperson of the She received the 2017 R.V.A. Jones Award from Canadian Membership Committee and on the Finance Committee. Corporate Counsel Association, presented to counsel Prior to joining the GPC board, Carmel served two terms whose exemplifies the highest standards. She is Executive- as a Trustee on The Co-operators Retirement Plan; a in-Residence of CIC.C Business Leadership Program at defined contribution plan consistently ranked within the University of Toronto Rotman School of Management. top 10 DC plans in Canada with over $1 billion in assets. Carmel is also a member of the Institute of Corporate She is: Chief Legal Officer, Head of Human Resources Directors and Society for Corporate Governance. The & Corporate Secretary of York Region Rapid Transit Co-operators Group Ltd. is a Canadian co-operative with Corporation; Trustee on Board of Employee Life & more than $41 billion in assets under administration. Health Benefits Trust for l’Association des enseignant(e) Through its group of companies it offers home, auto, life, s francophones d’Ontario; and Governor of Concordia group, travel, commercial and farm insurance, as well as University, its Honorary Degree & Convocation Committee investment products and is well known for its community Chair, and member of Real Estate Planning and involvement and commitment to sustainability. Governance & Ethics Committees.
Rahul Bhardwaj, LLB, ICD.D She has extensive Board Director experience, including Unisource Canada, Montreal Board of Trade, YMCA, President & Chief Executive Officer, Institute of Corporate Directors Toronto Philharmonia, York Central Hospital, and Alzheimer Society of Canada. She served as National As President & CEO of the Institute of Conference Sponsorship Chair and Mentorship Co-Chair Corporate Directors, Rahul Bhardwaj of International Women’s Forum of Canada. leads an organization of over 13,000 members committed to improving national outcomes by Brian G. Brown, CIA, CPA, CMA, growing the leadership and governance capacities within C.Dir, CFE Canadian businesses, agencies and not-for-profits. Chief Audit Executive, Executive Division, Mr. Bhardwaj began his career as a corporate lawyer at Canadian Grain Commission, Government a leading Canadian law firm. He subsequently served as of Canada Vice-President for Toronto’s 2008 Olympic bid, and was President & CEO of the Toronto Foundation for nine years. Brian Brown is a recognized leader Mr. Bhardwaj currently serves on the boards of Metrolinx, in the internal audit profession with over 29 years of the Rideau Hall Foundation, the advisory board of 30% experience including 23 years leading five internal audit Club Canada and the Executive Committee of the Global functions in the private and public sectors. He has also Network of Director Institutes. provided independent consulting and education services in the areas of internal audit, risk management, and Mr. Bhardwaj was Chair of the 2012 Ontario Summer governance. Brian has served the Canadian internal audit Games, and the Toronto Jazz Festival. Other past board profession for the past 18 years at the local, national, commitments include Upper Canada College, George and international levels. In 2012, Brian was presented the
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 16 2018-08-08 1:17:06 PM Arthur Child Distinguished Service in Canada Award for Study of Board Governance in Crown Organizations contributions to the profession through participation in (2009), which provides an overview of leading practices the activities of the IIA in Canada. Over the past 15 years, and common challenges in providing effective governance he has focused increasingly on corporate governance, in the public sector. Maria has also authored several audit committees, and the board director community published articles and been invited to speak at numerous through ongoing faculty roles in The Directors College local and national conferences about the challenges and Institute of Corporate Directors in Canada as well as facing directors in ensuring effective board governance. the Caribbean Governance Training Institute. Brian has Maria is an ICD.D and currently serves on the ICD Chapter been very active in the non-profit sector including serving Executive for Manitoba. Maria also holds a Masters degree currently as Vice-chair of the Board and previously Chair in Public Administration and the Institute of Internal of the Audit Committee of The Canadian Centre for Child Auditors’ CGAP designation (Certified Government Protection. This exposure to the governance and director Auditing Professional). communities combined with internal audit has provided unique insights into board and audit committee members’ Brigitte Catellier perspectives on governance, risk, and internal audit. Vice-President, Corporate Governance, Meridian Credit Union Dr. Debra L. Brown, D.Min., M.Div., Pro.Dir. In January 2018, Brigitte joined President and CEO, Meridian Credit Union as Vice-President, Governance Solutions Inc. Corporate Governance. Prior to Meridian, Brigitte held positions at Sun Life Financial as Debra Brown is founder, President and Vice-President, Associate General Counsel and Corporate CEO of Governance Solutions Inc. and Secretary as well as Corporate Secretary and Head Professional Director Inc. Under Debra’s leadership, they of Governance of HSBC Bank Canada. Prior thereto, have developed and tested a comprehensive, principles- Brigitte spent close to a decade as Vice-President, Legal based governance system that has been adopted and and Corporate Secretary of Astral Media Inc. and prior adapted by hundreds or organizations across sectors thereto, she was Associate General Counsel and Associate and countries. For over 27 years her organization has Secretary of Canadian National Railway Company. been trusted to provide superior, full-service governance solutions, including Canada’s only online Professional Brigitte obtained her BCL/LLB degrees from McGill Director Education and Certification Program®. Debra University (National Program) in 1988 and was admitted has served twice as a CEO, reporting to boards, and as to the Quebec Bar in 1989. She began her legal career at a board member of several organizations, including as Norton Rose Fulbright where she was named Partner in Board Chair and Governance Committee Chair, so is Business Law. She is a Fellow of the Institute of Chartered able to see governance issues from both sides of the Secretaries and Administrators, and also obtained the boardroom table. She is an acknowledged and sought- designation of Certified In-House Counsel –Canada after thought leader in governance, authoring dozens (CIC.C). of major research articles published in Canada and internationally, including primary authorship of Women Christopher Chen on Boards: Not Just the Right Thing but the Bright Senior Client Partner and Canada Practice Thing, published by The Conference Board of Canada. Leader, Executive Pay and Governance, Debra’s doctoral thesis topic, “Using Governance as a Korn Ferry Tool to Transform Organizational Culture”, enabled her to develop proprietary, leading edge Boardroom Culture Christopher is a Senior Client diagnostic and solutions tools. Partner for Korn Ferry, based in the firm’s Toronto office. Christopher advises clients on Maria Capozzi, MPA, CGAP, ICD.D supporting stakeholder value through effectively aligning Principal, Corporate Governance & Strategic organizational strategy to executive pay. Christopher Initiatives, Office of the Auditor General has worked extensively with private and public sector (Manitoba) clients across Canada in all aspects of executive pay and governance including compensation strategy, competitive Maria has been with Manitoba’s Office benchmarking and incentive design. As a former lawyer of the Auditor General (OAG) since and in-house advisor, he brings deep technical and 1997. Maria has extensive experience in conducting industry expertise to his clients. Christopher previously corporate governance audits and assessments of Boards of chaired the Governance Committee of the Yee Hong Directors in the public sector. She has authored numerous Centre for Geriatric Care, organizer of the annual Dragon OAG Reports to the Manitoba Legislature, including a Ball fundraising gala. Christopher is a member of the
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 17 2018-08-08 1:17:06 PM Law Society of Upper Canada and has completed the the Corporate Issuer Strategy, ensuring alignment with Canadian Institute of Chartered Accountants In-depth Broadridge’s leadership position in proxy communications Tax Course. Christopher obtained the Chartered Director and in continuing to gain the support of companies for (C.Dir.) designation from The Directors College (a joint Broadridge’s role in the proxy process. She spearheads the venture between The Conference Board of Canada and Corporate Issuer product organization to drive product McMaster University), and is a faculty member of The development, product execution and results and identifies Directors College. and drives growth through acquisition.
Caroline Codsi, ICD.D Elisabeth Cooke, BA, JD Law President & Founder, Managing Director, Women in Governance Inclusivity
A passionate and strategic leader, Elisabeth Cooke is the Managing Caroline Codsi has had a successful Director of Inclusivity. She provides career in the corporate world of over diversity management and advice to 25 years including the past decade in VP and SVP roles organizations, corporations and government. within major organizations. After earning her B.A. in Child and Youth at the University Caroline founded Women in Governance in 2010, of Victoria, Elisabeth went on to spearhead ground a non-profit with mission to encourage the access breaking programs developing vocational opportunities of women to executive roles and board positions in for disadvantaged and disabled youth. She then went corporate Canada. She created in 2017 the very first on to earn her Juris Doctor of Law from the University Parity Certification in Canada. of Melbourne, Melbourne Law School. She combines her expertise in law, governance, policy and planning, Born in Beirut, Caroline was only 7 years old when the war corporate communication, emerging media, and started and 22 when it ended. A Citizen of the world she strategy, with her expertise in working with vulnerable lived on three continents and is fluent in four languages. communities, including those with issues related to gender identity, sexual orientation, and mental health. She brings A highly sought-after speaker, Caroline is a multiple over 20 years’ experience, carved out across Canada, the award winner including from the Quebec Business United States, Australia and South East Asia. Women Network, the United Nations’ Women National Committee and the Quebec Chambers of Commerce Anne C. Corbett Federation. She was recognized as a Top 20 Diversity Leading Figures in Quebec, Top 75 Canadian Immigrants Partner, Borden Ladner Gervais LLP and Top 100 Most Powerful Women in Canada and was Anne Corbett is a partner with the law named Leader of the Decade for Diversity & Inclusion by firm of Borden Ladner Gervais LLP in the Women Economic Forum of New Delhi, India. Toronto where she specializes in the Caroline has conducted dozens of major interviews areas of corporate commercial law with some of the world’s top leaders from the political, and health law with a special emphasis on corporate corporate or social arenas such as Hillary Clinton, Justin governance. Anne is involved in providing advice to Trudeau, Princess Sarah Zeid of Jordan, Winnie Byanyima, boards of hospitals and hospital foundations. Dr. Joanne Liu, Aldo Bensadoun, François Jean Coutu, Monique F. Leroux, etc. Anne is the co-author of the Ontario Hospital Association’s Guide to Good Governance, Hospital edition and the Cathy Conlon Guide to Good Governance for Charities and Not-for-Profit Vice President, Corporate Issuer Strategy Organizations and is a frequent speaker on topics related to and Product Management, Broadridge directors, fiduciary duties, governance and accountability. Financial Solutions, Inc. Anne is currently a director of William Osler Health Cathy is Vice President and head of System Foundation and the Institute for Clinical Evaluative Corporate Issuer Product and Strategy Sciences, and is a former director of Humber River for Broadridge’s Investor Communications Solutions Regional Hospital Foundation, Cardiac Care Network and (ICS) division. In this role, Cathy leads the development, St. John’s Rehab Foundation. implementation, and delivery of a comprehensive product and market strategy to achieve Broadridge’s Anne Corbett received her B.A. from the University of Corporate Issuer revenue and EBIT targets. Cathy is Windsor in 1976, her LL.B from the University of Toronto also responsible for the development and execution of in 1979 and was called to the Bar in Ontario in 1981.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 18 2018-08-08 1:17:07 PM Jennifer Coulson, ICD.D Geoffrey D. Creighton Senior Manager, ESG Integration, CEO, In-House Counsel Worldwide, and Public Market, BCI Member, BlackRock Canada IRC
Jennifer Coulson has worked in the Geoffrey D. Creighton is CEO of In- financial services industry for 16 years. House Counsel Worldwide (ICW), the She began her career in the mutual international network of in-house bar fund business working for a national firm that specializes associations. A Chartered Director (C.Dir.) and Certified in responsible investing solutions. As a senior member In-House Counsel (CIC.C), he is a member of the of the Public Markets Department at British Columbia Independent Review Committee of BlackRock Canada, Investment Management Corporation (BCI) she now and a ‘public member’ of the Board of TFAAC (“Advocis”) oversees Environmental, Social and Governance (ESG) the national body which represents financial advisors. risk analysis for portfolio companies; engages with Geoff was formerly SVP, General Counsel of IGM Financial management and Boards to manage ESG risk; develops Inc, a public financial institution in the Power Corporation public policy submissions on ESG matters of broad group of companies. In that role, he was responsible for relevance to the investment industry; and oversees the overseeing the legal, compliance and corporate secretarial proxy voting program. Jennifer has an undergraduate functions of Investors Group and Mackenzie Investments. degree in Environment & Resource Management from Prior to joining IGM in 2008, Geoff was a partner with the University of Western Ontario as well as a Masters Torys LLP, focused on M&A, complex corporate finance in Environmental Studies from York University. She has and corporate governance. Currently the Chair of the obtained the Institute of Corporate Directors designation judging panel for the GPC’s Excellence in Governance (ICD.D) designation, serves on the local ICD Chapter Awards, he is a frequent speaker on governance and Executive in Victoria; the PIAC Investor Stewardship legal matters. Geoff is a Past-Chair of the Canadian Committee and the 30% Club of Canada Steering Corporate Counsel Association, has chaired and served on Committee. several committees of the CBA and its Council, and is the recipient of both the Douglas Miller Award and the Robert Gigi Dawe, LL.M V.A. Jones Award, for his contributions to the CBA and CCCA respectively. Director, Corporate Oversight & Governance, Chartered Professional Accountants of Canada (CPA Canada) Michelle de Cordova Director, Corporate Engagement & Public Gigi Dawe leads the Corporate Policy, NEI Investments Oversight and Governance department at the Chartered Professional Accountants of Canada For the past seven years Michelle has (CPA Canada). As such, she oversees CPA Canada’s been responsible for the Corporate development of influential, thought leading resources and Engagement program within the events that improve board performance. Gigi launched Environmental, Social and Governance (ESG) team at the governance discipline at CPA Canada to facilitate NEI Investments. NEI’s Corporate Engagement program enhanced board and executive response to market integrates targeted, in-depth dialogues with companies; demands. Her history includes consulting in organizational engaged proxy voting according to guidelines promoting development in a variety of industries. sustainability and good governance; responding to proactive requests from leading companies and industry Gigi is a board member of Youthdale Treatment Centres. associations for an investor perspective on ESG issues; She is also on the International Corporate Governance public policy engagement on corporate regulations and Network’s Corporate Board Governance Committee, sits standards to create sector and economy-wide change; on the advisory board of Women Get on Board and of and participation in multi-stakeholder initiatives to find Simon Fraser University’s Next Generation Governance practical solutions to ESG challenges. She has authored Project. She is a past board member of Active Healthy and co-authored a variety of publications on responsible Kids Canada and Family Daycare Services Toronto. Gigi investment topics ranging from oil sands to executive is a member of the National Association of Corporate compensation, and participates in many Canadian Directors, the Institute of Corporate Directors, and the and global responsible investment industry leadership International Corporate Governance Network. Gigi initiatives, including the Canadian Coalition for Good obtained a Master of Laws at Osgoode Hall Law School. Governance Environmental and Social Committee. She teaches Corporate Responsibility and Ethics in the Before joining NEI Investments, Michelle served as a Masters of Financial Accountability program at York diplomat and worked as a staff member and consultant University. for environment and social development organizations in Canada, Europe, Asia, and Africa.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 19 2018-08-08 1:17:08 PM John Dinner and Administrators (ICSA) and successfully completed President, John T. Dinner Board the ICSA Canada Directors’ Education and Accreditation Governance Services Program (DEAP) in June, 2017.
John Dinner is President of John T. She began her career in the transfer agency industry Dinner Board Governance Services, more than 22 years ago, and has progressed through a leading Canadian consulting firm various roles, most recently holding the position of focused on corporate governance and board effectiveness. General Manager of Client Services, Central Region for For more than 20 years, John Dinner has been helping Computershare Canada. boards across sectors and across Canada improve their performance and contribute in tangible ways to Paul Dubal the success of the organizations they oversee. Board Head of Corporate Governance, members and organizational leaders value John’s depth of First Abu Dhabi Bank, United Arab Emirates experience, relevant insights, practical approach and his ability to facilitate needed governance change. Paul has almost 20 years of corporate secretarial, corporate governance and John’s hands-on, board work focuses on helping clients regulatory experience both in house develop and benefit from leading-edge governance and as a professional services consultant in the United practices, including board, committee and director Kingdom, Canada and the Caribbean. He has served effectiveness evaluations, director recruitment, board in senior in-house roles for several financial services education, meeting effectiveness and best practices, companies listed on the UK Stock Exchange and in information management and decision-making. He Europe. He has also provided governance services to listed knows and understands the needs of directors and other companies in Europe, North and South America and the organizational leaders first-hand. John Dinner is: Caribbean region. Paul has worked extensively with a • a founding member of The Directors College faculty diverse range of boards and senior management teams (McMaster University); on governance matters, including the transition from a • a regular conference presenter and workshop leader; stakeholder to an independent board. In his previous role, • a recipient of the National Award in Governance; he acted as Corporate Secretary and Governance Advisor • a contributor to the Joint Committee on Corporate to the Bank of Montreal’s OSFI regulated subsidiaries. Paul Governance; and, has recently taken up a position as Head of Corporate • a widely published author and media spokesperson Governance at the First Abu Dhabi Bank where he on board topics. is responsible for the Bank’s corporate governance framework domestically and across its international Lara Donaldson subsidiaries. Paul is a Fellow of the Institute of Chartered Director, Regulatory and Industry Affairs, Secretaries and Administrators (ICSA) and holds a LLB Computershare from Middlesex University (UK). He is currently a speaker on the Governance Module ICSA Director Education and As Director, Regulatory and Industry Accreditation Program (DEAP). Affairs, Lara advocates on behalf of Computershare to influence key Julia Eastman industry, legislative and regulatory developments that University Governance Researcher / have the potential to impact Computershare clients and Consultant, Adjunct Professor, business strategy. Gustavson School of Business, University of Victoria Lara is the President of the Securities Transfer Association of Canada (STAC), is past Chair of the STAC Legal and Dr. Julia Eastman is a university Regulatory Working Group, and is also on the board of governance researcher and consultant and an adjunct the Securities Transfer Association (STA) in the United professor at the University of Victoria’s Peter B. Gustavson States. She is often called upon to speak at industry School of Business. From 2005 to June 2018, she was events on topics including Notice and Access, Transfer University Secretary at the University of Victoria. Prior to Agent Proxy Processes and Proxy Reform. that, she held various administrative positions at Dalhousie University from 1982 to 2003 and was seconded in Lara is a member of the Governance Professionals of 2004 to the position of Senior Director (Universities and Canada (GPC), the Canadian Investor Relations Institute Colleges) at the Nova Scotia Department of Education. (CIRI), the Institute of Corporate Directors (ICD), and Previously, she worked at the Council of Maritime Premiers the Women’s Executive Network (WXN). She is also an in Halifax and the Institute of Intergovernmental Relations affiliate member of the Institute of Chartered Secretaries at Queen’s University.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 20 2018-08-08 1:17:08 PM She has a BA in Political Economy from the University of she serves on the boards of Farm Credit Canada, Alberta Toronto, a MA in Political Studies from Queen’s University Innovates, Hyduke Energy Services and Delta Genomics. and a PhD in Higher Education from the University of She is a former member of the Board of Governors and Toronto. She co-authored a book on mergers in higher former Alumni Council President of the University of education (with Daniel Lang) and has written about Alberta. Jane is a Fellow of the Institute of Chartered university governance and revenue generation. She is Accountants of Alberta, holds the ICD.D designation currently engaged in a comparative case study of the from the Institute of Corporate Directors, and the Audit governance of major universities in Canada. Committee Certification from the Directors College. In 2013, Jane stepped out of her role as CEO and Executive Denise Ferreira Director of the Institute of Chartered Accountants of Alberta to turn her passion into co-founding an innovative Director, Shareholder Services, Corporate business, BOLT Transition Inc. BOLT is transforming how Secretary’s Department, Sun Life Financial Canadian organizations approach leadership transition in the boardroom and the executive suite. Denise Ferreira has 20 years of experience in different financial institutions. For the last 10, she has held Karen Hoffmann leadership roles on both the service provider and public Chief Governance Officer and Corporate issuer sides. This has given her in-depth understanding and Secretary, Vancity knowledge of a wide range of shareholder related topics. Currently, Denise is Director of Shareholder Services at Sun In her role as part of Vancity’s Life Financial Inc. Denise is considered a subject matter senior leadership group, Karen expert in the management of annual general meetings. works collaboratively to establish and implement the strategic direction for Vancity. As Amanda R. Finch, LLB, BA Corporate Secretary to both the credit union and its subsidiary, Vancity Community Investment Bank, her Senior Counsel & Assistant Corporate responsibilities include ensuring the organizations’ Secretary, Manulife Bank of Canada governance frameworks are managed effectively and developed to support organizational health and growth. Amanda is accountable for providing and coordinating practical, timely, and Karen has a Bachelor of Science in Nursing from the cost-effective legal services and support University of British Columbia and a Bachelor of Laws for Manulife Bank. She provides counsel to the Leadership degree from the University of Ottawa. Called to the team and Board of Directors regarding complex legal, Ontario Bar in 1987, she worked in private practice, then regulatory, governance, contractual and compliance joined Royal Trust for a period of 12 years and finally matters. She is also the Assistant Corporate Secretary for Vancity in 2001. Manulife Bank and oversees compliance with corporate governance standards and best practices. She has received numerous awards and recognition throughout her career including the Royal Bank “Award Amanda has 10 years of experience in law and financial of Excellence” in 1996 and 1997 and was a finalist for services. Prior to working at Manulife, she worked at the Association of Women in Finance’s “Performance Miller Thomson LLP in Waterloo and Torys LLP in Toronto and Excellence” award in 2006. She has her directors’ as an associate in their corporate departments. designation from the Institute of Corporate Directors and in 2007, Vancity recognized Karen’s business Amanda holds a Bachelor of Arts from the University acumen, leadership skills and exceptional contribution of Waterloo and a Law Degree from the University of by appointing her interim Chief Executive Officer. Karen Western Ontario. has held a number of director appointments including the Ethical Fund Company, Credential Financial Inc., the Jane Halford Social Investment Organization, Metro Vancouver YWCA Co-Founder, BOLT Transition Inc. and currently the Vancouver Public Library.
In addition to 20 years practicing as a Dexter John Chartered Accountant and regulator, Jane has significant experience as a board Executive Vice President, D. F. King Canada and audit committee chair in public, corporate, and not-for-profit organizations. Currently she Dexter is an Executive Vice President of chairs the boards of the United Way Alberta Capital Region D.F.King, an AST Company, located in and Institute of Corporate Directors Edmonton Chapter and the Toronto office. Dexter is responsible for the Canadian D.F. King operations
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 21 2018-08-08 1:17:09 PM where he leads a team of experienced governance and and four in private practice as an international-tax financial professionals. With over 20 years of experience specialist. She is a certified director with the Institute in capital markets, Dexter has a strong knowledge of of Corporate Directors. She also served on the Board corporate law and a thorough understanding of financial of Via Rail Canada for five years, the Board of the markets. From his work at a major Canadian law firm Royal British Columbia Museum and has served on as a Securities Associate to his tenure at the Investment the Executive Committee of the Canadian Corporate Dealers Association, Ontario Securities Commission Counsel Association for six years. She currently serves and the Toronto Stock Exchange, Dexter has a strong as a Trustee of the Vancouver Police Foundation. She public equities market background as well as significant holds a Masters in International Tax Law and a Masters regulatory experience. Prior to joining D. F. King, Dexter of Business Administration, and has completed the held the Executive Vice President & General Counsel Advanced Management Program at Harvard University. position at a national competitor. Having worked on Wendy joined Capstone following her role as Senior Vice a number of Canada’s largest M&A transactions as President Government Relations, General Counsel, Chief well as proxy fights, Dexter has a strong background Compliance Officer and Corporate Secretary at Central 1 in corporate governance. Dexter holds the ICD.D Credit Union. Prior to this role, she served as Senior Legal designation and is currently a director of Prosper Gold Counsel with Weyerhaeuser Company Limited for 11 Corp. and Augustine Ventures Inc. and recently was a years. Wendy is also an Adjunct Professor at Allard Hall Chairman of the board and board member of Partners School of Law teaching Finance and Financial Accounting Real Estate Investment Trust. for law students.
Sarah Keyes, CPA, CA Mary Larson Principal – Research, Guidance & Support, CEO, L&C Strategic Advisory Consultants Chartered Professional Accountants Canada (CPA Canada) Mary has deep experience as a consultant, an executive and an Sarah Keyes is a Principal at Chartered executive coach. She has worked with Professional Accountants of Canada clients across the globe from financial (CPA Canada). She develops research and thought institutions to crown corporations, retailers and companies leadership on climate change issues and the implications in the transportation, energy, consumer durables, and for business decision-making, reporting and corporate several other sectors. governance. Prior to CPA Canada, Sarah worked as a Senior Auditor in the mining and extractives sector With over 30 years of business experience in strategy, at PricewaterhouseCoopers and as a Senior Energy culture transformation and organizational design, Mary Consultant at MNP. helps business leaders hone their leadership skills to align their teams and tackle complex interactions with boards, She is a member of the Energy and Economics Working customers, and other stakeholders. Groups as part of Canada’s Climate Change Adaptation Platform convened by Natural Resources Canada. Sarah is In addition to founding her own firm, she was a certified in ISO 14064-3: Greenhouse Gas Verification and senior partner with A.T. Kearney, Monitor Group and Validation. She is a Chartered Professional Accountant, Oliver Wyman. She has also held executive positions Chartered Accountant (CPA, CA) registered in Ontario. at McDonald’s Corporation in the US, and Alcan and Sarah also holds a Bachelor of Commerce in Accounting Culinar in Canada. with distinction from McGill University. Mary received her BA with honours from Princeton in Wendy King 1975 and her MBA from the Stanford Graduate School of Vice President, Legal, Risk & Governance Business in 1979. She began her career with the Boston and Corporate Secretary, Capstone Mining Consulting Group and McKinsey & Co. Corp. Mary is a designated ICD.D graduate from the Rotman Wendy King is Vice President, Legal, School and is a member of the Advisory Board of Risk & Governance and Corporate McGill’s School for Continuing Studies; she has served Secretary for Capstone Mining Corp. In her role, on the Boards of L’Opéra de Montréal and Action she is responsible for managing the legal function, against Hunger and was co-founder of the International enterprise risk management, the global insurance Women’s Forum in Canada. program and corporate governance at Capstone Mining Corp. She has been practicing law for more than 20 years, 16 of which were spent as in-house counsel,
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 22 2018-08-08 1:17:10 PM Heather Laxton new books in business law for 2018/2019: The Cambridge Chief Governance Officer & Corporate Handbook for Corporate Law, Corporate Governance, Secretary, Wesdome Gold Mines Ltd. and Sustainability; The Cambridge Handbook for Social Enterprise Law; and Creating Corporate Sustainability: Heather has over 21 years of corporate Gender as an Agent for Change. Dr. Liao is a past Bertram secretarial, corporate governance, and Scholar of the Institute of Corporate Directors and a securities regulation experience with a former senior associate in the New York Mergers and focus on the mining sector in Canada, Europe, Russia and Acquisitions Group of Shearman & Sterling LLP, a global West Africa. She is currently Chief Governance Officer law firm. She is a steering committee member of the and Corporate Secretary with Wesdome Gold Mines Daughters of Themis: International Network of Female Ltd., and prior to that, she was Corporate Secretary with Business Scholars, and is currently co-editing a collection Kirkland Lake Gold Inc., Chief Governance Officer and on sustainable business models with Dr. Beate Sjåfjell of Corporate Secretary with Northern Gold Mining Inc., the University of Oslo. Her work has been cited in multiple and Governance Manager and Corporate Secretary with media sources including The Globe and Mail, Financial European Goldfields Ltd. and High River Gold Mines Ltd. Post, Director Journal, and Business in Vancouver. Heather obtained an honours diploma from the Law Clerk Program at Seneca College and began working as a Ivy Lumia professional law clerk in multi-national law firms including Corporate Secretary, Canadian Centre Torys LLP. During her career, she has worked extensively for Occupational Health and Safety, with boards and senior management teams on both Government of Canada simple and complex governance matters, and has led the evaluation, design, implementation and monitoring of Ivy Lumia is a well-regarded leader and governance programs for several junior mining companies. governance expert for over 15 years, Heather is currently a faculty member of the Governance specializing in developing governance frameworks. She is Professionals of Canada Education Program. currently the Corporate Secretary for the Canadian Centre for Occupational Health & Safety, Government of Canada. Nazma Lee In this role, she manages all aspects of the Council of Governors and its Committees and has been modernizing Senior Legal Counsel, Corporate Finance, British Columbia Securities Commission the governance framework.
Nazma Lee is a senior legal counsel Prior to the Government of Canada, Ivy worked in the Corporate Finance department internationally for 8 years with high-profile government of the British Columbia Securities leaders to develop humanitarian and infrastructure Commission. Since joining the BCSC in 2009, Nazma has projects and shape corporate and community cultures. worked on various policy projects, including on capital Quickly moving into executive leadership, Ivy chaired 4 raising exemptions, corporate governance, proxy voting international Boards and managed 8 offices worldwide. In and takeover bids. Prior to joining the BCSC, Nazma spent 2009, Ivy became the Corporate Relations Officer for the two years with an international law firm in London, UK. Interprovincial Lottery Corporation, Crown Corporation Before moving to London, Nazma practiced securities law for Canada’s lottery organizations, managing its Board of at a large national firm in Vancouver. Nazma has a law Directors and Committees. She also assumed the role of degree from the University of Toronto and a B.A. from the Program Manager National Communications, managing University of British Columbia. Canada’s national lottery communications.
Ivy Lumia has an International Bachelor of Business (I.B.B.A.) Dr. Carol Liao Honours and speaks multiple languages. She is an expert Assistant Professor, Peter A. Allard School cat herder, terrible golfer, Second City comedian alumni of Law and UBC Sauder Distinguished and non-profit activist. Having lived, worked and travelled Scholar, Peter P. Dhillon Centre for Business extensively throughout the world, she now resides in Ethics, University of British Columbia Ontario with her two young children and husband.
Dr. Carol Liao is an Assistant Professor at the Peter A. Allard School of Law and the inaugural Fiona L. Macdonald UBC Sauder Distinguished Scholar of the Peter P. Dhillon Corporate Director, GMP Capital, BC Centre for Business Ethics, UBC Sauder School of Business. Ferry Authority, Royal Canadian Mint, and She is an award-winning teacher and widely published BC Chapter Chair, Institute of Corporate Directors scholar. Dr. Liao is a co-author of Business Organizations: Practice, Theory, and Emerging Challenges (2nd ed), and a contributing author to a number of ground-breaking
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 23 2018-08-08 1:17:11 PM Fiona is a Director on the Board of GMP Capital, Jo-Anne Matear a publicly traded investment dealer and wealth Manager, Corporate Finance, Ontario management company. She is Chair of the Management Securities Commission Resources & Compensation Committee, and a member of the Governance and Nominating Committee and the Jo-Anne is a member of the Ontario Audit Committee. Securities Commission’s Senior Management Team. She leads a team Fiona is a Director on the BC Ferry Authority, the of lawyers, accountants and geologists in the Corporate shareholder of BC Ferry Services, which operates one of Finance Branch that is responsible for the oversight of the largest ferry fleets in the world with annual revenue public companies, including the review of prospectuses, above $900 million. Fiona is the Chair of the BC Chapter continuous disclosure documents and applications for of the Institute of Corporate Directors. exemptive relief.
Fiona had a successful career in professional services, In addition, Jo-Anne has led a number of significant policy building respected and profitable consulting practices in initiatives. For example, she led the initiative that resulted Canada and the US. For the last 20 years as a consultant in the introduction of disclosure requirements relating to Fiona was with what is now Willis Towers Watson where the representation of women on boards and in executive she led their Executive Compensation practices for officer positions of TSX-listed companies, and is currently Canada and the Western US. Fiona has been based in leading the initiative to assess the effectiveness of those Toronto, Los Angeles, and Vancouver. disclosure requirements. In addition, she is involved with the consultation on the approach to director and audit Fiona has a BA and MBA, both from the University of committee member independence. British Columbia, and holds the ICD.D designation. Prior to joining the Commission, Jo-Anne practised Alvin Madar corporate and securities law in Toronto, Ontario and London, England. Jo-Anne received her Bachelor of Director, Risk Assurance Services, PwC Commerce (Honours) from Queen’s University and her Bachelor of Laws from the University of Toronto. Alvin Madar is a Cyber Security Director in the Risk Assurance Practice in the Vancouver office of PWC Marilyn Loewen Mauritz specializing in project management Chief Transformation and Legal Officer, and system implementations and deployment of Corporate Secretary, Central 1 Credit Union large enterprise scale solutions including Identity and Access Management (IAM), Security Information and Throughout Marilyn’s 25-year career, Event Monitoring (SIEM), and Governance, Risks, she has consistently demonstrated an and Compliance (GRC). Alvin has been involved in ability to deliver exceptional results strategy development, solution architecture, technical and make lasting impact. Bringing the combined architecture, deployment of many enterprise solutions, strength of legal expertise and business acumen, Marilyn and threat and vulnerability management. Alvin has excels at assessing complex issues, formulating creative been involved in a number of IT transformation projects. strategies and delivering solutions. She is a bold and He has also worked as interim CISO’s for a number of innovative thinker with superior strategic insight and an organizations and developed their information security energetic, engaging style. She is committed to her team’s programs. In addition, He is also a leading subject matter development and consistently challenges herself and specialist in cyber incident response advisory, helping others to find continuous improvement opportunities. clients through breach preparedness, breach response and compromise assessments. Marilyn is a trusted advisor to colleagues on Central 1 Credit Union’s executive leadership team and the In addition to his project management and Board of Directors. Based in Vancouver, Marilyn is implementation experience, Alvin also focuses the Chief Transformation & Legal Officer leading a on business process designs and security threat multidisciplinary team that handles legal and corporate and risk assessment (STRA). Alvin is a certified secretary services, strategy, government relations, member project management professional (PMP), a certified relations, corporate technology, procurement and project management consultant (CMC) as well as a CISSP, CISA, management. She is a strong advocate for women CISM, and CCSK. championing the Powering Women initiative at Central 1. From July 2017 to January 2018, she was Interim President & Chief Executive Officer, and from March 2015 to June 2017, SVP, General Counsel & Corporate Secretary.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 24 2018-08-08 1:17:12 PM and Heenan Blaikie. Ms McGovern holds a Master of Laws Marilyn serves on the Board of Directors of The Co- from Osgoode Hall Law School, a Bachelor of Laws from operators, YWCA of Greater Vancouver, and BC College The University of Western Ontario and a Bachelor of Arts of Registered Nurses. She previously was a director of and Science from McMaster University. Ms McGovern was Vancouver Opera. called to the Ontario Bar in 1995.
Shona McGlashan Doug McLean Chief Governance Officer, Executive Director, Insurance and Mountain Equipment Co-op (MEC) Trust Supervision, Financial Institutions Commission of British Columbia (FICOM) The Chief Governance Officer at Canada’s leading outdoor retailer, Mr. McLean is an Executive Director MEC, Shona McGlashan has over with the Financial Institutions twenty years’ experience in senior governance and policy Commission, an agency of the Ministry of Finance. He roles on both sides of the Atlantic. A member of MEC’s is directly responsible for overseeing the prudential executive team, she is responsible for MEC’s governance, supervision of insurance and trust companies operating corporate reporting, privacy, and diversity & inclusion in British Columbia. He represents the province on portfolios. Shona was previously the Executive Director several market conduct working groups at the Canadian for the Vancouver Police Board and, before emigrating to Council of Insurance Regulators. Canada, served as a clerk in the UK Parliament, providing professional and procedural support for investigative He was a co-author on the Governance Guideline for committees of MPs, the Speaker, and the House of Credit Unions issued in 2013 (https://www.fic.gov.bc.ca/ Commons Commission. pdf/creditUnionsTrusts/GovernanceGuidelineCUs.pdf).
Shona is a member of the Institute of Corporate Mr. McLean graduated from the University of British Directors and Governance Professionals of Canada, and Columbia with a Bachelor of Commerce and Masters of holds a BSc (Hons) in Mathematics from Manchester Economics degrees and is a member of the Professional University. Outside work, Shona reads constantly; geeks Economist Association of British Columbia, Institute of out over Shakespeare, Homer, and gender politics; Corporate Directors and Governance Professionals of practices yoga; and tries to keep up with her two Canada. elementary school-aged kids. Dave Mowat Ann Marie McGovern Past CEO, ATB Financial and Board Director, Senior Manager Compliance and Senior TELUS Counsel, Legal, Corporate & Compliance Group, BMO Financial Group Dave Mowat was President and CEO of ATB Financial from 2007 to 2018, Ann Marie McGovern is Senior Counsel which, through more than 5000 team and Senior Manager Compliance in the members and a branch network in 247 communities, Subsidiary Governance Office (“SGO”) of BMO Financial provides a full range of digital, mobile, personal, Group. She provides corporate governance support to business, corporate, and investment services to more the Bank’s subsidiaries. She is responsible for ensuring all than 725,000 customers. Under Dave’s leadership, ATB regulatory and related risks originating from the SGO of more than doubled its assets to $50 billion and is the the Bank and its Canadian and foreign subsidiaries are largest, provincially based financial institution in Alberta, properly identified and managed. She is also responsible for Canada. managing projects and reviewing transactions to support the responsibilities of the SGO. Combining technology with community involvement and support for numerous community causes is a unique Prior to her role in Corporate Affairs, Ms McGovern was hallmark of ATB. As a leader, Mowat brought a strong the Senior Manager, Taxation - Capital Markets. She commitment that growing team member engagement partnered with various lines of business in Capital Markets and customer advocacy were the most sustainable and to develop, structure and market innovative trades and successful ways to a strong bottom line. funding structures for both domestic and international clients. Ms McGovern is an adjunct professor at Osgoode Mowat uses his banking, technology and customer Hall Law School where she has taught courses on business expertise to enrich the service he provides to numerous associations. Prior to joining BMO Financial Group, Ms boards, including Telus, STARS, Alberta Blue Cross, McGovern practiced law at Torys LLP, Ogilvy Renault LLP Edmonton’s Citadel Theatre, and Calgary’s National
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 25 2018-08-08 1:17:12 PM Music Centre. He’s also involved with Dogs With Wings, Boards, finance, volunteering, an active family, the great and in 2016 was accompanied everywhere by Vaughn, outdoors, and dark chocolate keep her days filled on the a black lab service puppy who was part of the agency’s beautiful coast of Vancouver Island. program to train service dogs to make life better for blind and autistic children. Erin Poeta Manager, Hugessen Consulting Sarah Neville Legal Director & Corporate Secretary, Erin Poeta is a senior consultant and Ontario Financing Authority manager helping boards of directors make right decisions on executive pay Sarah Neville was called to the Ontario and corporate governance, and supports Bar in 2002 and practices corporate boards as they engage with shareholders to address commercial law. She holds an Honours sensitive issues. Since joining Hugessen 6 years ago, Erin has BA from McMaster University, an LLB from the University been involved in all aspects of executive compensation and of Toronto, Faculty of Law and an LLM in Banking and performance goal setting/evaluation, while specializing in Financial Services from Osgoode Hall Law School. She corporate governance and shareholder engagement. practiced on Bay Street at a national law firm prior to moving into the Ontario Public Service where she has Erin graduated from the Richard Ivey School of Business experience as both a senior policy advisor and legal counsel. in 2010 with an Honours Business Administration degree She is currently the Legal Director and Corporate Secretary and a certificate of Global Leadership for her academic of the Ontario Financing Authority. In her capacity as and professional experiences abroad. Corporate Secretary, Sarah is responsible for overseeing the governance and corporate proceedings of the OFA’s Board Throughout her university and professional tenure, of Directors and two of its Committees, the Audit and Risk Erin also spent time working with organizations within the Management Committee and the Human Resources and realm of social finance, impact investing and corporate Governance Committee. In her role as Legal Director, Sarah sustainability. Erin is a founder and director at Local Investing also manages and leads the OFA Legal Services Branch. She YYC, Calgary’s first impact investment co-operative. is a member of the Governance Professionals of Canada. Ryan Resch, MBA, ICD.D Margie Parikh, C.Dir. MBA, CFP Managing Director, Executive Principal, On Governance and Board Director Compensation, Willis Towers Watson
On Governance helps organizations Ryan Resch is a Managing Director, get results, tackling specific issues and Executive Compensation within assesses governance processes and the Toronto office of Willis Towers performance: are you adding value? Watson. He joined the firm’s Vancouver office in 2003 and has been the Business Leader for the Executive Margie is the former Chair of MEC, Canada’s leading Compensation Practices in Vancouver (2010-2013) and outdoor equipment retailer, seeing the organization Toronto (2013-2017). though 75% revenue growth, seven new stores, a major IT system upgrade, a rebranding, and re-development of Ryan works with boards and senior management on risk governance and strategic planning frameworks. She corporate governance issues related to executive and serves on the boards of the BC Oil and Gas Commission, director compensation. Oikocredit Canada, and CISV International, and sits as an external member on several other boards’ committees. He works with a variety of publicly-traded, privately-held, joint venture and government organizations across many A Chartered Director, Margie’s qualifications also include industries, including financial services, retail, oil and gas, an MBA from Columbia University, the Certified Financial energy marketing, utilities, mining, high technology, and Planner designation, and NFP and Crown governance transportation. certifications from the ICD. She brings to the table 25 years’ global experience in international marketing and Ryan holds a Master of Business Administration specializing strategic and financial management and over 20 years’ in Management and Organizational Studies from Simon experience in board governance. Fraser University and a Bachelor of Commerce specializing in Entrepreneurial Management from Royal Roads Margie is a Regional Ambassador for Women Get On University. Ryan is on the Ontario Chapter Executive for the Board and a member of the 30% Club, both of which Institute of Corporate Directors (“ICD”), has completed support greater representation of women on boards. the ICD-Rotman, Directors Education Program and is an
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 26 2018-08-08 1:17:12 PM Institute of Corporate Directors, ICD.D. He is also a Certified Dottie brings over twenty years’ experience in governance- Compensation Professional (“CCP”) with WorldatWork related roles, including serving as a director, officer, senior and a regular speaker on executive compensation and executive, governance consultant and trainer for private, governance matters. public, and nonprofit boards. She was a founding team member of the tech start-up BoardEffect – a board Deborah Rosati, FCPA, FCA, ICD.D management software provider focused on healthcare and nonprofit boards, acquired by Diligent in 2016. She is Corporate Director, Founder & CEO, a graduate of the University of Pennsylvania. Women Get On Board
Deborah Rosati is an accomplished Sheldon Stener Corporate Director, entrepreneur, Fellow General Counsel and Corporate Secretary, Chartered Professional Accountant Federated Co-operatives Limited (FCL) (FCPA) and certified Corporate Director (ICD.D) with more than 30 years of experience in technology, consumer, retail, Seldon Stener is General Counsel and private equity and venture capital. As an experienced Audit Corporate Secretary for Federated Co- Committee and Nominating & Corporate Governance operatives Limited (FCL), overseeing the Committee chair, Deborah provides extensive knowledge as Legal, Compliance and Governance Department. He is also a Corporate Director in the areas of financial and enterprise FCL’s Chief Compliance Officer and Chief Privacy Officer. As risk management, corporate strategy, transformational General Counsel, Sheldon provides legal and strategic advice changes, M&A, corporate governance and CEO and board to the CEO and the Board of Directors. As Corporate Secretary, succession planning. a role he has held since 2013, Sheldon is responsible for overseeing and providing guidance and direction with respect Deborah currently serves as a Corporate Director for Sears to the governance of FCL and its subsidiaries. Canada (TSX: SCC); for NexJ Systems (TSX: NXJ) and Chair of the Audit Committee; and for MedReleaf (TSX: LEAF) Sheldon graduated from the University of Saskatchewan and Chair of the Audit Committee. with a Bachelor of Arts in Political Studies in 1987 and obtained his Bachelor of Laws from the University of Deborah is the Founder & CEO of Women Get On Saskatchewan in 1990. He was called to the Saskatchewan Board, a leading member-based company that connects, Bar in 1991.Sheldon has served on a number of boards. promotes and empowers women to corporate boards. She He is a former member of the National Executive of the was selected as a Diversity 50 2014 candidate, and also Canadian Corporate Counsel Association and is a member recognized in 2012 as one of WXN’s Top 100 Canada’s Most of the Governance Professionals of Canada. He served Powerful Women in the corporate director award category. for three years as a shortlisting judge for the Governance Professionals of Canada’s Excellence in Governance Awards. Deborah’s thought leadership on corporate governance, board diversity and entrepreneurship are profiled on Christie Stephenson her website. Executive Director, Peter P. Dhillon Centre for Business Ethics, UBC Sauder School of Dottie Schindlinger Business VP/Governance Technology Evangelist, Diligent Christie Stephenson is the Executive Director of the Peter P. Dhillon Centre for Dottie Schindlinger is Vice President and Business Ethics at UBC Sauder School of Business. Prior to the Governance Technology Evangelist joining UBC Sauder in 2016, she spent more than 15 years for Diligent Corporation, the leading at leading socially responsible and impact investing firms, provider of secure corporate board communication including Sustainalytics and NEI Investments (Ethical Funds). and collaboration software globally. In her role, Dottie She previously worked in politics, government and the non- provides thought leadership on governance, cybersecurity, profit sector. and technology topics through presentations to boards and executives dozens of times each year at events Christie also has more than two decades of diverse board around the world. Her work has been featured in Forbes, experience, having served as a director of cooperatives, The Wall Street Journal, and in multiple governance non-profit organizations and private companies. She and technology publications including Corporate is currently a director of Canadian Business for Social Board Member, Trustee Magazine, Corporate Secretary Responsibility (CBSR) and the Canadian Centre for Magazine, Execranks, CSO Online, and Dark Reading. International Justice, and a governance committee member at BlueShore Financial.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 27 2018-08-08 1:17:13 PM She is a frequent media commentator and speaker Christine began her professional career with over 14 to industry and public audiences on topics related years in private practice at Fasken Martineau DuMoulin to governance, corporate social responsibility and LLP, where she was an Associate and Partner with a responsible investing. She has provided training to focus on securities and pension litigation. Additionally, lawyers, accountants, corporate secretaries, investment Christine served as Vice-Chair of the Ontario Litigation managers and pension trustees, and teaches social Department where she was responsible for strategic finance at UBC Sauder School of Business. planning for approximately 70 litigators, which included defining the role of litigation technology and litigation Christie has an undergraduate degree from University of support/case management in the region. Following her Victoria and a graduate degree from McGill University. leadership role in this large national law firm, Christine spent over three years in-house with Manulife Financial Coro Strandberg and Manulife Securities where she was AVP & Lead Counsel, working primarily in Manulife’s investment President, Strandberg Consulting dealer and mutual fund dealer businesses, and serving as Corporate Secretary to three of Manulife’s subsidiary Coro Strandberg is President of corporations. Strandberg Consulting. She has over 25 years experience coaching companies, governments and industry Alena Thouin associations on strategies to embed sustainability into Deputy Director, Legal Services, business. She specializes in integrating sustainability Government of Ontario into board governance, business models, corporate strategy, human resources, community investment, Alena Thouin is currently a legal leader procurement and finance. Her 20 years of experience with the Ontario provincial government as a corporate director, includes as Director and Chair where she holds a position of Deputy of the Board of Vancity Credit Union, where she helped Director, Legal Services at the Ministry of the Attorney establish a sustainability governance system. Coro General supporting a cluster of six Ministries including conducted ground-breaking research for the Conference Energy, Infrastructure, Economic Development and Board of Canada on the Board’s role in sustainability Growth. Ms. Thouin is part of a management team governance, developed the first national standard overseeing a large multi-disciplinary legal team that for sustainable boards, advises boards and corporate supports key government initiatives including managing secretaries on sustainability governance and is a faculty large commercial transactions, corporate governance, member of the Director’s College, training directors policy initiatives, litigation management and legislative on CSR and the role of the board. For the UN Global projects. Prior to joining the Province, Ms. Thouin was Compact she developed global guidance for corporate General Counsel and Corporate Secretary with Alterna secretaries and governance committees on sustainability Savings and Bank. She provided legal and strategic governance. Coro is a Faculty Member for the GPC’s advice on regulatory matters, corporate commercial Education Program, and moderates the module on “CSR, law, mergers and acquisitions, corporate governance, Sustainability and ESG and the role of the Board”. She and capital markets. As a member of the senior is also a judge for GPC’s “Excellence in Sustainability management team Ms. Thouin was responsible for the Governance” award. In 2015 Coro was recognized by legal, compliance and governance portfolios across Canada’s Clean50 as the top sustainability consultant in the organization and leads a team of multi-disciplinary Canada for her sustainability impacts. professionals. Prior to joining Alterna Ms. Thouin held progressive positions with another financial institution and with the Financial Services Commission of Ontario Christine Tabbert where she represented the Superintendent on regulatory Deputy Director, Enforcement Branch, enforcement matters before various levels of court. Ms. Ontario Securities Commission Thouin is also active on various industry and practice groups where she provides expert guidance on emerging Christine Tabbert is Deputy Director, issue. Ms. Thouin is past Chair of the Ontario Chapter of Operations in the Enforcement Branch the Canadian Corporate Counsel Association, Member of the Ontario Securities Commission. of the Women General Counsel Canada, Ontario Bar Her career has focused on delivering strategic advice Association Mentorship Program member, Instructor at on complex and diverse legal issues to a wide variety the Law Practice Program at Ryerson University, Director of clients, senior management teams and boards of on the Board of the Barbra Schlifer Commemorative directors. Prior to joining the OSC, Christine was senior Clinic and is passionate on supporting initiatives that political staff in the federal government, serving as promote women in leadership positions. Chief of Staff in the Office of the Minister of Veterans Affairs and Associate Minister of National Defence.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 28 2018-08-08 1:17:13 PM Tanya van Biesen University of British Columbia and completed executive Executive Director, Catalyst Canada education in the areas of governance and finance at Harvard University and Ivey Business School respectively. Tanya van Biesen is Executive Director She was named Queen’s Counsel in 2012. of Catalyst’s operations in Canada. She is responsible for leading Catalyst’s Kevin West growth in Canada and shaping Founder, Skylaw strategies to advance Catalyst’s mission to accelerate progress for women through workplace inclusion Kevin is a senior corporate and with Supporters, corporate partners, professional securities lawyer with nearly two organizations, CEOs, senior leaders, and stakeholders. decades of experience practicing in Toronto, New York and Australia. Kevin A recognized leader and influencer with deep experience has led numerous corporate transactions, including in the executive search sector at the most senior levels of mergers and acquisitions, financings, initial public corporate Canada, Tanya brings more than two decades offerings and joint ventures. He also has significant of corporate leadership and diversity experience to experience advising companies on corporate governance, Catalyst. Most recently, she co-led the Financial Services disclosure and compliance issues. Practice at Spencer Stuart and was a key member of the Canadian Boards Practice, focusing on executive Kevin was a partner at Davies Ward Phillips & Vineberg search assignments at the board, CEO, and general LLP for over 5 years where he had a broad corporate management levels. She also led the firm’s Canadian practice and represented a number of foreign companies Diversity Practice, specializing in the placement of chief making acquisitions in Canada. Prior to joining Davies, diversity officers and diverse slates of candidates across he practiced with Sullivan & Cromwell LLP in New York all search assignments. and Sydney, Australia and clerked for Justice Binnie at the Supreme Court of Canada. Kevin founded SkyLaw in Tanya began her career at Procter & Gamble, working in 2010. both Toronto and Calgary in regional and national sales leadership roles. A sought-after speaker on the topic Kevin has recently advised a variety of cannabis and of diversity in the boardroom, Tanya has contributed to other companies on corporate governance matters several research studies and articles analyzing leadership including the listing of Cronos Group Inc. on NASDAQ, trends and attributes. She holds an MBA from the the first cannabis company to be listed on a major U.S. University of Toronto’s Rotman School of Business and stock exchange. Kevin has also advised several start-up a Bachelor of Commerce from Queen’s University, and and early stage cannabis companies on their shareholder speaks English, French, and Dutch. agreements and private placements. In May 2018 Kevin lead a US$50 million investment by a New York private Elizabeth (Liz) Watson, QC, equity fund in CSE-listed iAnthus Capital Holdings, Founder and CEO, WATSON Inc. Inc., the largest single investment in a publicly-traded cannabis company operating in the United States. Elizabeth Watson, QC (Liz), is the founder and leader of WATSON, whose Richard Wilson, CISSP raison d’être is to strengthen Canadian Partner, Cybersecurity & Privacy organizations by building highly Consulting, PwC effective boards and executive teams. Liz has practiced law for more than 35 years and has spent over half her Richard is a Partner in PwC’s career advising boards, chairs, directors, committees and Cybersecurity & Privacy Consulting CEOs. Liz served for four years on the ICD Fellowship practice. He helps boards and Awards Selection Committee and currently serves on management teams understand and strategically defend the selection committee for GPC’s Canadian Excellence against the rapidly evolving cybersecurity threats today. in Governance Awards. Liz is a director of the Peterson By strategically linking risk, performance, cybersecurity, Group and Vice-Chair of SHAD Canada. She previously and privacy, Richard equips companies to develop served on the boards of the Institute of Corporate practical approaches to create defense-in-depth. Directors, Choice School for Gifted Children, Forum for Women Entrepreneurs, Women in the Lead Inc., the He has 23 years of professional services experience, BC Cancer Foundation and the Vancouver Police Board. including 15 years in a CEO or COO role for publically Liz has been named as one of Canada’s Top 100 Most traded and private companies. He has more than a decade Powerful Women and as one of the inaugural Top 100 of experience advising boards and C-Suites on governance, Influential Women of BC. Liz holds an LLB from the strategy, organizational planning, risk, and risk response.
Governance Professionals of Canada Governance Professionals of Canada 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference 29
GPC 2018 Conference Onsite Program - Full Draft 5.indd 29 2018-08-08 1:17:13 PM Richard has been published in Compliance Week, William (Bill) Wright Canadian Business, and the Globe & Mail and is a Vice President Risk, General Counsel & keynote speaker on the cybersecurity & risk in Canada, Governance Officer, Edmonton Regional the US, and Mexico. He is Chair of PwC’s Risk Forum, Airports Authority and is an active board member of CPA Canada’s Corporate Oversight & Governance Board. Bill joined Edmonton Airports in 2009, and has provided legal Peter Wright services over a broad range of general corporate and Association Strategist, Association Hub commercial issues for Edmonton Airports, with an and President, The Planning Group emphasis on commercial leasing/licensing and real estate development before moving into the General Counsel Peter Wright is a career strategist and Corporate Secretary role in 2013. He is a member and President of The Planning of the Executive Management Committee and is an Group. As a respected financial officer of the corporation, serving as a key advisor to services senior executive and in his current consulting the President and CEO and the Board of Directors on practice, Peter has successfully developed and executed corporate governance and strategic risk, commercial strategy with remarkable results. His practical approach and regulatory matters from a legal perspective. Prior to strategic and operational business planning ensures to Edmonton Airports, Bill worked in-house for EPCOR that plans are not only embraced by management and Utilities Inc. as Legal Counsel/Assistant Corporate Boards, but also effectively implemented and measured Secretary and practiced for a mid-sized law firm in the for the tangible benefit. areas of securities and general corporate/commercial law.
As the Director of Strategic Planning at Clarica, Peter Bill earned his law degree from the University of Alberta Wright led the operational and strategic planning (2000) and was called to the Alberta bar in 2001. Before process. In an environment of complex change, obtaining his law degree, Bill was a flying officer in the his skillful facilitation of planning sessions with the Royal Canadian Air Force for approximately 12 years, senior management team was instrumental in the serving primarily on Canada’s two coasts with both 406 determination of key strategic decisions. In his time and 443 Squadrons. at Sun Life Financial, Peter became Vice President of Corporate Accounts, before leaving to begin his consulting and training career. In his consulting practice, Peter Wright advises boards and executives on all matters of strategy and planning across a broad spectrum of organizations. An accomplished facilitator and trainer, he works with boards and senior leadership teams to define and develop strategy, resolve operational issues, and overcome barriers to performance. By providing planning expertise, process advice and facilitation, Peter helps organizations overcome the planning gap.
Governance Professionals of Canada Governance Professionals of Canada 30 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference
GPC 2018 Conference Onsite Program - Full Draft 5.indd 30 2018-08-08 1:17:13 PM Let’s Maintain Your Momentum
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Governance Professionals of Canada Governance Professionals of Canada 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference 31
GPC 2018 Conference Onsite Program - Full Draft 5.indd 31 2018-08-08 1:17:13 PM BLG is a proud sponsor of the 20th Annual Corporate Governance Conference
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Governance Professionals of Canada Governance Professionals of Canada 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference 33
GPC 2018 Conference Onsite Program - Full Draft 5.indd 33 2018-08-08 1:17:14 PM A LOT HAS CHANGED IN 20 YEARS
The governance landscape has continued its rapid evolution since the fi rst GPC conference— and that means far greater complexity and risk for your organization. As you grow, Computershare helps you stay ahead of the ever-changing corporate governance environment to maximize the value you offer investors, creditors, employees and customers.
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 36 2018-08-08 1:17:15 PM Governance Professionals of Canada Governance Professionals of Canada 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference 37
GPC 2018 Conference Onsite Program - Full Draft 5.indd 37 2018-08-08 1:17:15 PM Diligent Governance Cloud
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Governance Professionals of Canada Governance Professionals of Canada 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference 39
GPC 2018 Conference Onsite Program - Full Draft 5.indd 39 2018-08-08 1:17:15 PM Since 1971, the Michener Award has recognized public service journalism Standing out that has committed to telling the truth no matter how unpopular or how means standing up. uncomfortable—stories that stand up for what’s right and speak up for those who need a voice. The Globe is honoured to receive this year’s This year, The Globe and Mail was proud and humbled to receive three Michener Award for outstanding public Michener Award nominations, ultimately winning for Robyn Doolittle’s service journalism for Unfounded. painful but necessary Unfounded series. The investigation revealed the shocking number of sexual assault claims dismissed by police services across Canada. As a result of the series, major reform is underway and victims of sexual assault are more likely to be heard and, more importantly, believed.
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Governance Professionals of Canada Governance Professionals of Canada 40 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference
GPC 2018 Conference Onsite Program - Full Draft 5.indd 40 2018-08-08 1:17:15 PM Bridging Interests Motivating Executives, Navigating Shareholder Expectations
Hugessen provided sophisticated, knowledgeable advice “ directly to the board as we navigated potentially sensitive compensation issues with our shareholders and the proxy advisors – ultimately, we arrived at an outcome that was viewed as fair and meaningful by all stakeholders.” - Don Carty, Corporate Director
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 42 2018-08-08 1:17:16 PM BUILDING STRATEGIC AGILITY
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GPC 2018 Conference Onsite Program - Full Draft 5.indd 43 2018-08-08 1:17:16 PM 4.5x7.5
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Governance Professionals of Canada Governance Professionals of Canada 44 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference
GPC 2018 Conference Onsite Program - Full Draft 5.indd 44 2018-08-08 1:17:16 PM PwC’s Cybersecurity & Privacy Governance team are specialists on risk and reporting best practices. We translate this highly technical issue into common sense business language for management and boards.
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Governance Professionals of Canada Governance Professionals of Canada 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference 45
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Governance Professionals of Canada Governance Professionals of Canada 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference 47
GPC 2018 Conference Onsite Program - Full Draft 5.indd 47 2018-08-08 1:17:20 PM ••••
MATTERS
Principles and elements GOVERNANCE PROFESSIONALS OF of effective executive CANADA EDUCATION PROGRAM (GPC-EP) compensation design Governance Professionals of Canada (GPC) has unveiled its new Education Program designed to enhance the existing skills of governance professionals of all levels, whether in public, private, A powerful framework for not-for-profit or governmental organizations in a governance role such as in: legal, compliance, Human Resource Committees ethics, stakeholder relations, board and committeesupport.
For more information about the principles, or to request a copy Individuals new to these roles, as well as seasoned professionals, will find benefit in the GPC-EP of the detailed principles or an assessment of how closely your executive compensation programs align with the principles, as it will not only provide them with the latest best practices, skills and tools in governance, but will please contact your Willis Towers Watson consultant or visit also enhance the standard of their profession and further their career. willistowerswatson.com/guidingprinciples. Upon completion, successful program participants will receive the Governance Professionals of Canada Designation: GPC.D.
willistowerswatson.com To learn more, visit - http://www.gpcanada.org/gpc-ep or Contact us at - [email protected]
Governance Professionals of Canada Governance Professionals of Canada 48 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference
GPC 2018 Conference Onsite Program - Full Draft 5.indd 48 2018-08-08 1:17:21 PM ••••
MATTERS
GOVERNANCE PROFESSIONALS OF CANADA EDUCATION PROGRAM (GPC-EP)
Governance Professionals of Canada (GPC) has unveiled its new Education Program designed to enhance the existing skills of governance professionals of all levels, whether in public, private, not-for-profit or governmental organizations in a governance role such as in: legal, compliance, ethics, stakeholder relations, board and committeesupport.
Individuals new to these roles, as well as seasoned professionals, will find benefit in the GPC-EP as it will not only provide them with the latest best practices, skills and tools in governance, but will also enhance the standard of their profession and further their career.
Upon completion, successful program participants will receive the Governance Professionals of Canada Designation: GPC.D.
To learn more, visit - http://www.gpcanada.org/gpc-ep or Contact us at - [email protected]
Governance Professionals of Canada Governance Professionals of Canada 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference 49
GPC 2018 Conference Onsite Program - Full Draft 5.indd 49 2018-08-08 1:17:22 PM WHY DO GOVERNANCE PROFESSIONALS JOIN GPC? FIVE REASONS TO JOIN GPC
1. EDUCATION, PROFESSIONAL DEVELOPMENT & EVENTS GPC offers formal education, PD sessions, webinars, an annual conference and trade show, and an awards program and ceremony, all in order to enhance members’ education, skillsets and success in their profession and organizations.
2. NETWORKING We provide networking opportunities both in-person and online through exclusive local events, online forums, membership directory and social media dialogues. We provide tools for members to build networks, and their community through local and national contacts.
3. INFORMATION RESOURCES We offer online access to the latest governance news and information including a glossary, links to regulatory resources, requests for assistance forums, job postings, a monthly e-newsletter, events and access to relevant professional publications.
4. ADVOCACY In an increasingly complex regulatory environment, GPC has kept governance professionals abreast of legislative changes and best practices. We represent your voice in the consultation process and promote good practices to all of our stakeholders.
5. STRATEGIC ALLIANCES Aligned with other like-minded national and international bodies, we are positioned to offer a comprehensive perspective on corporate governance and access to other resources and events of interest to our members.
Take the initiative, join us today to gain access to the largest governance network in Canada.
Caroline Bucksbaum Membership & Event Coordinator Email: [email protected]
TOP INDUSTRIES OUR OUR MEMBERS COME FROM: MEMBERS ARE FROM: We have members across Canada! Financial Services Mining 26% 74% Commercial Utilities & Pipeline Interest Oil & Gas Organizations Healthcare Government 26% Non- Commercial Transportation Interest 74% Organizations Energy Sector
Governance Professionals of Canada Governance Professionals of Canada 50 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference
GPC 2018 Conference Onsite Program - Full Draft 5.indd 50 2018-08-08 1:17:22 PM Thank you to our sponsors for their generous support
Official Partner of GPC
WHY DO GOVERNANCE PROFESSIONALS JOIN GPC? Printed Materials FIVE REASONS TO JOIN GPC App Provider
1. EDUCATION, PROFESSIONAL DEVELOPMENT & EVENTS GPC offers formal education, PD sessions, webinars, an annual conference and trade show, and an awards program and ceremony, all in order to enhance members’ education, skillsets and success in their profession and organizations.
2. NETWORKING We provide networking opportunities both in-person and online through exclusive local events, online forums, membership directory and social media dialogues. We provide tools for members to build networks, and their community through local and national contacts.
3. INFORMATION RESOURCES We offer online access to the latest governance news and information including a glossary, links to regulatory resources, requests for assistance forums, job postings, a monthly e-newsletter, events and access to relevant professional publications.
4. ADVOCACY In an increasingly complex regulatory environment, GPC has kept governance professionals abreast of legislative changes and best practices. We represent your voice in the consultation process and promote good practices to all of our stakeholders.
5. STRATEGIC ALLIANCES Aligned with other like-minded national and international bodies, we are positioned to offer a comprehensive perspective on corporate governance and access to other resources and events of interest to our members.
Take the initiative, join us today to gain access to the largest governance network in Canada.
Caroline Bucksbaum Membership & Event Coordinator Email: [email protected]
john t. dinner board governance services TOP INDUSTRIES OUR OUR MEMBERS COME FROM: MEMBERS ARE FROM: We have members across Canada! Financial Services Media Mining 26% 74% Commercial Utilities & Pipeline Interest Oil & Gas Organizations Healthcare Government 26% Non- Commercial Transportation Interest 74% Organizations Energy Sector
Governance Professionals of Canada Governance Professionals of Canada 20th Annual Corporate Governance Conference 20th Annual Corporate Governance Conference 51
GPC 2018 Conference Onsite Program - Full Draft 5.indd 51 2018-08-08 1:17:23 PM Save the Date! Quebec City, QC • August 18-21, 2019
21st Annual Corporate Governance Conference Fairmont Le Chateau Frontenac | Quebec City, QC
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