A Fit-For-Purpose Approach to Corporate Governance
Ensuring that we operate in a transparent, ethical and accountable manner is critical in creating strong and sustainable value for our share owners and in promoting the company’s well-being over the long-term.
We don’t believe in a one-size-fits-all approach to governance. Our Board of Directors has designed and implemented a unique and effective system of checks and balances that recognize the need to provide autonomy to our various business units, while accommodating the requirements of our regulated and non-regulated businesses.
This fit-for-purpose approach to governance has worked exceedingly well over the years, providing our Board of Directors and senior management team with the foundation to create long-term value for our share owners.
Our Board of Directors
The role of our Board of Directors has evolved alongside our business, providing oversight to an organization with a growing global footprint and a diverse, yet complementary suite of premier products and services. Our Board strives to ensure that its corporate governance practices provide for the effective stewardship of the company, and it regularly evaluates those practices to ensure they are keeping with the highest standards.
Key elements of our corporate governance system include the oversight and diligence provided by the Board, the Lead Director, the Audit & Risk Committee, our Corporate Governance – Nomination, Compensation and Succession Committee, and our Pension Fund Committee. Although not required by securities laws, some of our governance tools, such as the use of Designated Audit Directors, also reinforce the effectiveness and rigour of our governance model.
Much like our business operations, the strength of our Board of Directors is due in no small part to the diverse nature of skills, talent and experience each member brings to the Board’s deliberations.
Our Lead Director
In 1995, Canadian Utilities and ATCO were among the first public companies in Canada to introduce the concept of a Lead Director. The Lead Director provides the Board with the leadership necessary to ensure independent oversight of management. The Lead Director is an independent director and must be a member of GOCOM.
Mr. Jim Simpson is the current Lead Director for Canadian Utilities, and was appointed to this position on May 4, 2006.
Designated Audit Directors
Distinctly unique to Canadian Utilities and ATCO are the Designated Audit Directors (DADs) who are directors of either Canadian Utilities or ATCO.
Each DAD is assigned to one of our Global Business Units to provide oversight based on their strengths and experience in various industry sectors. They also meet quarterly with the relevant leadership of the Global Business Unit, and hold annual meetings with internal and external auditors. In addition, they review the financial statements and operating results of their respective Global Business Unit, discuss risks with management, and report on both operating results and risks to our Audit & Risk Committee.