Chart The Future

Committee to Chart the Future of Corporate Governance in Canada

A Joint Initiative of TMX Group and the Institute of Corporate Directors on the Future of Corporate Governance in Canada

Our Mission

Canadian companies face a profound and expansive new set of risks, challenges and opportunities in the modern operating environment, including pandemics, climate change, the rapid emergence of advanced new technologies and artificial intelligence, as well as changing societal expectations of the role of the corporation. To help navigate these challenges now and into the future, TMX Group* and the Institute of Corporate Directors (ICD) have established The Committee on the Future of Corporate Governance in Canada to provide updated guidance on corporate governance.

It has been more than 25 years since the Toronto Stock Exchange Committee on Corporate Governance published guidelines (commonly known as The Dey Report) that continue to act as the foundation for Canadian public company board governance today.

Our Scope

The Committee comprises a diverse group of 12 experienced Canadian public company directors from across Canada. Their work will focus on those areas of oversight where director leadership can contribute to enhanced resiliency and long-term sustainable corporate performance, while being mindful of the existing regulatory burden faced by Canadian companies.

To help inform its thinking, the Committee will solicit input from a broad range of stakeholders, including investors, regulators and self-regulators, academics, business leaders, and other individuals and organizations, with an initial focus on five key areas:

  • The role of the corporation in society/societal expectations of corporations
  • Strategy, purpose and risk
  • Culture, equity, diversity and inclusion
  • Sustainable and resilient performance
  • Board and director effectiveness

The Committee will also seek input from a broader group of stakeholders and the general public when it publishes its Interim Report in early 2021.

The ICD and TMX are very pleased to have support for this initiative from Osler, Hoskin & Harcourt LLP, which provided legal support to the original Toronto Stock Exchange Committee.

Osler

Our Committee Members

Rahul K. Bhardwaj

Rahul K. Bhardwaj

Co-Chair

Rahul Bhardwaj, ICD.D is Co-Chair of the Committee. He is President and CEO of the Institute of Corporate Directors. He is an accomplished executive and director with a long and successful track record in the business, community and not-for-profit sectors. Mr. Bhardwaj currently serves on the board of the Rideau Hall Foundation, supporting the office of the Governor General of Canada, the Executive Committee of the Global Network of Director Institutes, as well as the Leader Council at the Ian O. Ihnatowycz Institute for Leadership at the Ivey Business School.

Cheryl Graden

Cheryl Graden

Co-chair

Cheryl Graden is Co-Chair of the Committee. She is Senior Vice President, Group Head of Legal, Enterprise Risk Management, Government Relations and Corporate Secretary of TMX Group Limited. Ms. Graden is also an officer of TMX Group Limited and its subsidiaries. Ms. Graden has responsibility for advising TMX Group on all legal and regulatory issues that arise out of its operations and business initiatives. Her mandate also includes oversight of enterprise risk management and government relations.

Raymond Chan

Raymond Chan

Member

Raymond Chan is a corporate director and has been serving on the board of TELUS Corporation since 2013. He retired from the oil and gas industry in 2019 after a career spanning almost 40 years. He was employed by Baytex Energy since 1998, serving in various capacities over the years as Chief Financial Officer, Chief Executive Officer, Executive Chair, Independent Chair and Lead Independent Director. In addition to having served on the boards of a number of public and private oil and gas entities, Mr. Chan was also a director at The TMX Group Inc. and Alberta Children’s Hospital Foundation.

Dexter John

Dexter John

Member

Dexter John, ICD.D is the President and Chief Executive Officer of Gryphon. Mr. John is responsible for the North American business where he leads a team of experienced governance and financial professionals. With over 25 years of experience in capital markets, Mr. John has a strong knowledge of corporate law and deep corporate governance experience, including with new and innovative sectors of the economy. He is a director of Organigram, where he chairs the Investment Committee, and recently was Chair of Partners Real Estate Investment Trust.

Colleen Johnston

Colleen Johnston

Member

Colleen Johnston currently serves on the boards of Shopify, McCain Foods and Q4. Ms. Johnston is Chair of Unity Health Toronto, which includes St. Michael's Hospital, St. Joseph's Health Centre and Providence Healthcare, a member on the Board of the Shaw Festival, and a member of the Dean’s Advisory Council at the Schulich School of Business. She previously served as the Chair of Bridgepoint Health and the Heart & Stroke Foundation of Ontario. Ms. Johnston retired from TD Bank Group in 2018. Prior to this, she was the Group Head Direct Channels, Technology, Marketing and Corporate & Public Affairs, TD Bank Group. Colleen served as TD’s Chief Financial Officer from 2005-2015.

Monique Leroux

Monique Leroux

Member

Monique Leroux, C.M., O.Q., FCPA, FCA, F.ICD is a corporate director. She is Vice‐Chair of Fiera Holdings Inc. and serves as an independent board member of global companies such as Michelin (ML‐France), Bell/BCE, S&P Global (SPGI), Couche‐Tard (ATD) and Lalleman Inc. (privately owned company). As such, she brings to these boards her diverse experience, among others as Partner at Ernst and Young and Chair of the Board and Chief Executive Officer of Desjardins Group from 2008 to 2016. In May 2020, Ms. Leroux was appointed Chair of the Industry Strategy Council by the Minister of Innovation, Science and Industry of Canada.

A. Anne McLellan

A. Anne McLellan

Member

Hon. A. Anne McLellan, P.C., O.C., A.O.E., F.ICD serves on the board of Cameco. She has served on the boards of legacy Agrium, now Nutrien, and Nexen, an oil and gas company. Among her many community commitments, she is chair of the boards of Pearson College UWC, TELUS Edmonton Community Board and the Institute for Research on Public Policy. She also serves on the board of the Canadian Institute for Advanced Research.

Ms. McLellan served four terms as the Liberal Member of Parliament for Edmonton Centre. During her tenure, Ms. McLellan was Deputy Prime Minister of Canada and Minister of Public Safety and Emergency Preparedness, Minister of Health, Minister of Justice and Minister of Natural Resources.

She joined Bennett Jones LLP in its Edmonton office in July 2006 as senior advisor. In May 2015, Ms. McLellan became Dalhousie University’s seventh chancellor. Her term ended May 31, 2020. Recently, Ms. McLellan chaired the Task Force on Cannabis Legalization and Regulation.

Heather Munroe-Blum

Heather Munroe-Blum

Member

Heather Munroe-Blum, O.C., O.Q., PhD, FRSC, F.ICD is the Chair of CPP Investments. She is building on a distinguished career of clinical, scientific, policy and advisory contributions, with over 25 years of executive leadership in higher education, public policy and research and development, including serving for over a decade as Principal and Vice Chancellor (President) at McGill University and as the former Vice-President (Research and International Relations) at the University of Toronto. She also serves on the board of the Royal Bank of Canada and is Chair, the Gairdner Foundation.

Robert Pace

Robert Pace

Member

Robert Pace is Chair of the Board of Directors of CN, Chair of the Board of Directors of High Liner Foods Incorporated and is President and Chief Executive Officer, The Pace Group (radio broadcasting, real estate development and environmental services). He began his professional career practicing law in Halifax. In 1981, he accepted an appointment to act as the Atlantic Advisor to the Prime Minister of Canada, the Right Honorable Pierre Elliott Trudeau, in Ottawa.

Indira Samarasekera

Indira Samarasekera

Member

Indira Samarasekera, PhD, O.C. is a member of the board of directors for Scotiabank and Magna International, TC Energy and Stelco. She is member of the advisory board for Canada's Outstanding CEO of the Year award and the Trilateral Commission. Internationally recognized as one of Canada's leading metallurgical engineers, Dr. Samarasekera is a Senior Advisor at Bennett Jones advising clients on mining, oil and gas, and environmental matters.

Barbara Stymiest

Barbara Stymiest

Member

Barbara Stymiest, FCPA, FCA is a corporate director. She is a former member of the Group Executive for the Royal Bank of Canada, a former CEO of TMX Group Inc., Executive Vice-President and CFO at BMO Capital Markets and Partner of Ernst & Young LLP. She currently serves on the boards of Blackberry Limited, George Weston Limited, President’s Choice Bank and Sun Life Financial Inc. She is the chair of the audit committees of George Weston Limited and Blackberry Limited and is the chair of the risk committee of Sun Life. She is also vice chair of the board of trustees of University Health Network and Vice-Chair of AGE-WELL and a director of CIFAR.

Mac Van Wielingen

Mac Van Wielingen

Member

Mac Van Wielingen is a Founder, Director (1989 –2018), and Partner (Present) of ARC Financial Corp, the largest private equity investment management company in Canada focused on the energy sector. He is also a Founder and former Chair (1996 –2016) of ARC Resources Ltd., a leading Canadian oil and gas company. Currently, he is Founder and Chair of Viewpoint Group, a private group of companies which includes Viewpoint Foundation, a charitable organization which has invested in over 100 organizations, Viewpoint Investment Partners, an investment firm offering systematic strategies to private and institutional investors, and Viewpoint Research, a specialized research centre that focuses on organizational effectiveness and governance leadership.

©2020 Institute of Corporate Directors and TMX Group