18th Annual Crown Corporate Governance - DS

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Assisting Crowns with developing approaches to address impeding challenges in a post-pandemic world

Attend CI’s 18th Annual Conference on Crown Corporate Governance and achieve the highest-level knowledge and practical solutions to obstacles and challenges impeding on Crowns today. Our speaker faculty is comprised of leaders from the public sectors, federal and provincial crowns, and academia will impart their deep knowledge to assist Crown Corporations in this post-pandemic world. We have created this year’s agenda to include more interactive formats to enhance session content as well as your overall conference experience

Ongoing and increasing public demand for greater diversity and inclusion standards are changing Crown Corp practices and behaviours.

All topics presented were very current & topical. Lots of ideas to bring back.

Policy Advisor, WDBA

Questions surrounding Environmental, Social Governance (ESG) expectations are becoming more significant as more Crowns adopt more climateresilient standards

International ESG standards continue to evolve as there is greater pressure to operate sustainably. Learn about multiple ways to establish ESG Frameworks, how to achieve targets, and the role of Board members as decision-makers in ESG implementation.

Public perception demands that Boards and public agencies have representation that reflect the demographics of the people they serve. But how is this being achieved? Join us as we delve into actionable recruitment initiatives, practical human capital metrics, crisis communication, and critical Equity, Diversity and Inclusion policies.

As many companies — including Crowns — restore their functions back to a pre-pandemic world, many have chosen to adapt hybrid models to achieve their purpose and goals

Join us as we explore the next stage of evolution for Crown workforces and leadership. Gain insights on maintaining secure policies to balance work from home and a return to the office, based on your Crown Corporation’s needs. Understand what’s next on the horizon for Crowns as they make this shift in a post-pandemic world.

Register and learn to navigate this new complex governance environment, and all its challenges.

DISTINGUISHED FACULTY

Co-Chairs:

Colleen Ouellette

Director & Corporate Secretary

Export Development Canada

Teresa Woo-Paw

Chair

Canadian Race Relations Foundation

Thomas Yeo Partner

Torys LLP

Ministers and Government Speakers:

Randy Jackiw

Assistant Deputy Minister Ministry of Agriculture, Food, and Rural Affairs, Ontario

Okenge Yuma Morisho

Deputy Minister, Municipal Affairs BC Public Service

Glenn Campbell

Senior Assistant Deputy Minister, Investments, Partnerships and Innovation Infrastructure Canada

Jeff Miller

Senior Counsel, Finance Legal Services Department of Finance

Federal Crown Executives and Directors:

Angela Cassie

Interim Director & CEO National Gallery of Canada

Frederic Duguay

General Counsel and Corporate Secretary Canada Infrastructure Bank

Chantal Guay CEO Standards Council of Canada

Rachel Guthrie

Vice President, Sustainable Business Enablement

Export Development Canada

Jane Halford

Chairperson

Farm Credit Canada

Simon Kamel

Vice President, General Counsel and Corporate Secretary Royal Canadian Mint

Nadim Kara

Vice President, HR and Employee Experience Canada Post

Natalie Kinloch

Chief Executive Officer Federal Bridge Corporation Limited

Joanna Laroque-Poirier

Chief of Staff and Corporate Secretary Canada Council of the Arts

Anne-Cecile Lequain

General Manager, Employee Services & Diversity Canada Post

Jacqueline Nelson

Managing Director, Corporate Communications Canada Pension Plan Investment Board

Nick Xenos

Executive Director, Centre for Green Government Treasury Board of Canada Secretariat

Michael Yee Vice President, Financial Services Canada Post

Provincial & Territorial Crown Executives and Directors:

David Field

President & CEO

Legal Aid Ontario

Aaron Friedenthal

VP Legal Services & Assistant Corporate Secretary ATB Financial

Esteemed Speakers:

David Beatty

Director, The David & Sharon Johnston Centre for Corporate Governance Innovation Rotman School of Management, University of Toronto

Melanie Debassige, MBA, ICD.D

Board of Director

Canada Energy Regulator Chair

Ontario Clean Water Agency

Rick Hancox

Governor, Chair, Governance Committee, Board of Governors New Brunswick Community College (NBCC)

Chair, Human Resources Committee Credit Counselling Canada

Former CEO

Financial & Consumer Services Commission

Carol Hansell

Senior Partner Hansell LLP

Kenneth Jull Partner

Gardiner Roberts LLP

Ivy Lumia CEO and Founder Best in Governance Inc.

Darinka Pejic

Chair, Audit Committee and Finance Committee

Institute of Public Administration Canada (IPAC) Director, Finance & Administration Alcohol and Gaming Commission of Ontario

Ruth Promislow Partner Bennett Jones LLP

This was my 1st Governance conference & overall I enjoyed the presentations and topics.

Sr Advisor Business Services Nunavut Business Credit Corporation

PRE-CONFERENCE WORKSHOPS

January 17, 2023

Cogs Workshop A Clock 9:30 am–12:30 pm

Registration to begin at 9:00 am (BREAK 10:45 am –11:00 am)

Working Group on Essential Strategies for Developing Strong Relationships Between Crown Corporations and Ministries

Microphone-alt Okenge Yuma Morisho, Deputy Minister, Municipal Affairs, BC Public Service

Rick Hancox, Governor, Chair, Governance Committee, Board of Governors, New Brunswick Community College (NBCC), Chair, Human Resources Committee, Credit Counselling Canada,

Former CEO, Financial & Consumer Services Commission

Crown corporate leaders often have difficulties engaging with their direct counterparts at the executive level. This distance can prevent critical strategic conversations from taking places and confuse accountability principles. This session will assist you in developing a stronger model for an open line of communication. This session is offered only in person.

• Understanding existing challenges and obstacles to open communication

• Examining how to integrate communication strategies between government and Crown Corporation leaders into your annual review process

» Clarifying formal relationships and reporting procedures between the provincial legislature, executive government, and Crown Corporations

• Implementing relationship management training programs and relationship charters for your board

12:30 pm–1:30 pm

Light Lunch & Networking Break

Cogs Workshop B Clock 1:30 pm–4:30 pm Registration to begin at 1:00 pm (BREAK 3:00 pm–3:15 pm)

A Crown Corporation’s Guide to ESG Essentials: Everything You Need to Know to Transition Your

Crown Corporation to an ESG Framework

Microphone-alt Ivy Lumia, CEO and Founder, Best in Governance Inc.

Rachel Guthrie, Vice President, Sustainable Business Enablement, Export Development Canada

Environmental, Social, and Governance (ESG) frameworks continue to evolve in many sectors. Shareholders’ and various stakeholders’ expectations are driving many organizations, including Crown Corporations, to re-imagine new goals, objectives, and accountabilities aimed at sustainability. As shown over time, ESG has become a market differentiator for many corporations and a source of value creation leading to process improvements, monitoring, and reporting to address and comply with ethical standards and applicable legislation. This session will assist Crown Corporation leaders in developing and implementing an ESG framework that has the power to drive impact and provide a solid foundation for more in-depth ESG discussions in the main program. This session is offered only in person.

• Defining the standard for ESG and the standard for disclosure

• Reporting on physical risk, including climate change impacts on assets and operations

• Reporting on transition risk, such as transitioning to a lower carbon economy, including policy, legal, technology, market, and reputational risks

• Developing a strategy for governance and reporting on government recommendations

• Re-evaluating policies to reflect long-term environmental stewardship

• Articulating strategies for effectively responding to shareholders about climate change implications

Legal Accreditation

EARN CPD CREDITS

This 2-day conference program can be applied towards 3 of the 9 substantive hours, 4.5 of professionalism hours, as well as 1 of the 3 EDI hours, of annual Continuing Professional Development (CPD) as required by the Law Society of Ontario Members will also receive an additional 3 substantive hours for attending Pre-Conference Workshop B.

The same number of hours may be applied to your continuing legal educational requirements in British Columbia

The Barreau du Québec recognizes this training activity, the latter having been accredited by another Law Society subject to the MCLE.

For Alberta lawyers, consider including this course as a CPD learning activity in your mandatory annual Continuing Professional Development Plan as required by the Law Society of Alberta

The Law Society of Saskatchewan recognizes another province’s CPD credits so long as the hours are submitted to the Director of Admissions & Education for approval.

7:30 Continental Networking Breakfast and Registration

8:30

Co-Chairs’ Welcome Remarks

Microphone-alt Colleen Ouellette, Director & Corporate Secretary, Export Development Canada

Teresa Woo-Paw, Chair, Canadian Race Relations Foundation

Thomas Yeo, Partner, Torys LLP

In the last year, Crown Corporations have experienced the after effects of the pandemic including the current economic fallout. Like their private sector counterparts, they look forward to a post-pandemic recovery, but remain mindful of current realities. Our co-chairs will provide an overview of recent developments and what Crown Corporations can expect in 2023.

• Exploring and analyzing the current effects of the post-pandemic world on Crown Corporations

• Examining the common challenges which Crown Corporations are presently facing

» Evolving ESG and DEI Responsibilities

» The relationship between Crown Corporations and their respective ministries

» Recruiting challenges faced in post-pandemic world

Focus on ESG

9:00

A Crown Corporation’s Guide to Building a Solid Framework for a Successful ESG Program

Microphone-alt Melanie Debassige, MBA, ICD.D, Board of Director, Canada Energy Regulator

Simon Kamel, Vice President, General Counsel and Corporate Secretary, Royal Canadian Mint

• Identifying the challenges of implementing good ESG policy and devising solutions to this dilemma

• Examining success stories of ESG implementation

» What does the road to the finish line look like?

• Reviewing “poor practices” and re-routing to a path of sound governance

• What is the role of Management for ESG vs. BOD for ESG?

10:00 Morning Coffee Break

10:15

Environmental Governance: What Every Crown Corp Needs to Know About Reducing its Environmental Impact

Microphone-alt Chantal Guay, CEO, Standards Council of Canada

Nick Xenos, Executive Director, Centre for Green Government, Treasury Board of Canada Secretariat

• Devising ways for Crown Corporations to reduce their environmental impact and increase their climate resilience

Networking opportunity was terrific.

Senior Director, Windsor-Detroit Bridge Authority

• Examining how other Crown Corporations are implementing best practices towards greener operations

• Exploring climate strategies which have been implemented across multiple levels of government and how these tactics can be used by Crown Corporations to achieve carbon control

• Understanding what the government looks at in Crown Corporation reports concerning environmental structure

S S

11:15 EDI SPOTLIGHT

Continuing the Crown Corp EDI Conversation: From the Boardroom and Throughout the Office

Microphone-alt Teresa Woo-Paw, Chair, Canadian Race Relation Foundation

Anne-Cecile Lequain, General Manager, Employee Services & Diversity, Canada Post

Angela Cassie, Interim Director & CEO, National Gallery of Canada

• What does good EDI governance look like?

• Understanding the importance of investing in a diverse BOD

• Enhancing diversity at the management level

• Examining EDI policies among various Crown Corporations

» Accepting EDI policy as integral of human rights

• Providing an environment that nurtures every person’s authenticity

• Meeting EDI policy goals to represent the community that the Crown Corporation serves

» How can we ensure there is representation of the community within the Crown Corp.? (i.e. indigenous involvement)

12:15 Networking Luncheon

1:15

Governance Roundtable — A Discussion with Crown Corporation Executives and Minister on Accountabilities and Transparency

Microphone-alt Okenge Yuma Morisho, Deputy Minister, Municipal Affairs, BC Public Service

Glenn Campbell, Senior Assistant Deputy Minister, Investments, Partnerships and Innovation, Infrastructure Canada

David Field, President & CEO, Legal Aid Ontario

Aaron Friedenthal, VP Legal Services & Assistant Corporate Secretary, ATB Financial

Teresa Woo-Paw, Chair, Canadian Race Relations Foundation

Crown Corporate Executive and Board of Director roles often overlap. However, each role plays a crucial part in reaching targets and obtaining sound governance. Join us as we have a roundtable discussion on the roles of a Minister, CEO/President, Chair, and Corporate Secretariat and how each player affects and interacts with one another. Understanding what each role entails can solidify transparencies and progress to an overall Crown’s obligations.

• Clarifying the roles and responsibilities of:

3:45

Exploring Creative Avenues for Revenue Generation in Crown Corporations

Microphone-alt Michael Yee, Vice President, Financial Services, Canada Post

• Combating the challenges of limited government funding (or no funding)

8:00 Continental Networking Breakfast and Registration

9:00

» Minister (DM)

» Chair/BOD » CEO » Corporate Secretariat

• Exchanging good basic governance practices

• Providing guidance on available resources

• Identifying “bad practices” early on and determining what changes to make to maintain sound governance

» Reviewing good and bad practices

2:30

Maximizing the Value of Board Committees: Delegating Within the Board of Directors

Microphone-alt Jane Halford, Chairperson, Farm Credit Canada Colleen Ouellette, Director & Corporate Secretary, Export Development Canada

David Beatty, Director, The David & Sharon Johnston Centre for Corporate Governance Innovation, Rotman School of Management, University of Toronto

• Understanding the benefits of committees and the power of delegation in a Crown Corporation

• Creating committees that focus on achieving Board objectives

• Assessing where Committees are needed to help advance the Board’s duties and obligations, for example:

» Finance

» Audits

» EDI

3:30 Afternoon Refreshment Break

» Environment impact » HR

• Discovering new means of revenue and how to reach targets while maintaining sound governance

• Developing innovative compliant techniques to raise revenue

» Examples of compliant revenue generation for non-profit and for-profit Crown Corporations

4:30

Developing Strategies for Successful Reporting: Effective Techniques for Annual Government Reports and Internal Audits

Microphone-alt Jeff Miller, Senior Counsel, Finance Legal Services, Department of Finance

P

Opening Remarks Day 2 and Recap of Day 1 by Co-Chairs

Focus on Talent Retention, Replacement, and Recruitment

9:15

Securing the Best Talent: Developing Successful Strategies for Employee and Board Retention

Darinka Pejic, Chair, Audit Committee and Finance Committee, Institute of Public Administration Canada (IPAC), Director, Finance & Administration, Alcohol and Gaming Commission of Ontario

Kenneth Jull, Partner, Gardiner Roberts LLP

• Distinguishing and examining the key points that Ministries look at in annual reports

• Exploring internal practices that have helped with annual reporting

• Revising reports that the government deems “poor”

» How to avoid “poor” reporting

• Appreciating the benefits of internal audits as a tool to reduce the chance of “poor” reporting to the Ministries

5:30

Closing Remarks — End of Day 1

Microphone-alt Nadim Kara, Vice President, HR and Employee Experience, Canada Post

P

Natalie Kinloch, Chief Executive Officer, Federal Bridge Corporation Limited

• Developing a game plan to retain your current best talent

• Discover how Crown Corporations attract and provide support to their employees

» Board of Directors

» CEO

» Management Level

• Identifying factors that drive retention

• Examples of different approaches and tactics to improve engagement

• Successfully dealing with ongoing pressures on retention and business continuity

10:15 Morning Coffee Break

10:45

Filling in the Gap: Addressing Challenges Surrounding Renewal and Replacement of Board of Director Positions

Microphone-alt Frederic Duguay, General Counsel and Corporate Secretary, Canada Infrastructure Bank

Jane Halford, Chairperson, Farm Credit Canada

• Examining the renewal process and related timelines

• Developing strategies for replacement vs. renewal

» Finding the right candidate vs. finding a candidate fast

• Juggling roles when there are gaps in the Board of Directors

• Providing a sound short-list for new appointments

• Devising ways for a board to function when it is lacking members because of the renewal process

» Advice for other BOD members temporarily filling in for vacancies during the renewal process

11:45

P

Productivity and Work Environment: Shifting From Working at Home to Back in the Office

Microphone-alt Joanna Laroque-Poirier, Chief of Staff and Corporate Secretary, Canada Council of the Arts

Chantal Guay, CEO, Standards Council of Canada

• Exploring the adjustment from working at home to going back to the office in a Crown Corporation setting

» Examining different work structures for Crown Corporations to consider

• Assessing the post-pandemic virtual world in terms of office environment and culture

» Exploring the benefits of the virtual world and how it helps Crown Corporations

» Virtual vs. In-person board meetings

• Understanding the connection between an employee’s role and their work environment

» Evaluating an employee’s role and where he or she would work best

12:45 Networking Luncheon

1:45

The Evolution of the Arms-Length Relationship: Understanding the Changing Dynamic Between Crown Corporations and Their

Respective Ministries

Microphone-alt Randy Jackiw, Assistant Deputy Minister, Ministry of Agriculture, Food, and Rural Affairs, Ontario

Jacqueline Nelson, Managing Director, Corporate Communications, Canada Pension Plan Investment Board

• Understanding why the relationship between Crown Corporations and their respective ministries are typically at arms-length

• Managing the “arms-length” relationship post-pandemic

» Determining how the relationship has changed and what that means for Crown Corporations

• Comprehending how the arms-length relationship impacts private and public sector challenges

» Achieving the balance between government oversight and the Crown Corporation’s independent operations

2:45 Afternoon Refreshment Break

3:00

Cyber Security Risk Management: Everything Board Members Need to Know Including When to Panic!

Microphone-alt Ruth Promislow, Partner, Bennett Jones LLP

While cybersecurity threats were already significant before the onset of COVID, the mass shift to remote work and virtual meetings has magnified concerns further. Risks associated with increased reliance on remote technology have moved cybersecurity to the top of many organizations’ including crown corporations corporate agenda. Join us for an in-depth discussion as well as hypotheticals specifically designed around cybersecurity risk prevention for Crown Corporations.

S

• Vulnerabilities encountered in the move to the virtual world and lessons learned

• Emerging security threats and what is at stake for Crown Corporations

• Rethinking policies and procedures to mitigate risk

• Calculating risk thresholds for government and shareholders

• Identifying disruption, calculating the amount of disruption, and mitigating disruption

• Establishing best practices and policies on handling ransomware

• Evaluating commercial and professional liability on insurance policies

4:00

A Guide to Managing

Conflicts of Interest Challenges

That Arise in Crown Corporations

Microphone-alt Thomas Yeo, Partner, Torys LLP

Carol Hansell, Senior Partner, Hansell LLP

• Addressing the common and not so common conflicts of interest dilemmas in Crown Corporation settings

• Constructing alternative solutions to conflicts of interest

• Assessing resources that are available to Crown Corporations when they cannot resolve certain conflicts of interests on their own

5:00

Recap and Closing Remarks

5:15 End of Day 2 — Conference Adjourns

Chair, FCNB

The best gathering of crown corporation representatives in Canada each year.

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Meeting Venue:

OTTAWA

CONFERENCE AND EVENT CENTRE

Address: 200 Coventry Road Ottawa, Ontario, K1K 4S3

Phone: 613-288-3450

Hotel Accommodations:

COURTYARD BY MARRIOTT OTTAWA EAST

Address: 200 Coventry Road, Ottawa, ON K1K 4S3 Tel: 613-741-9862

Online: To reserve online, please click here

The Canadian Institute is pleased to offer our delegates a limited number of hotel rooms at a negotiated rate. To take advantage of these rates, please contact the hotel directly and quote “Canadian Institute’s – Crown Corporate Governance”

Please note that the guest room block cut-off date is Friday, December 23, 2022

After that date OR when the room block fills, guestroom availability and rate can no longer be guaranteed.

Brian Currie

The Canadian Institute

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Register and pay to lock in your early rate and be eligible for a full refund until Friday, January 6, 2023.

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All cancellations and changes must be submitted to CustomerService@CanadianInstitute.com by Friday, January 6, 2023.

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The Canadian Institute

M.Parrish@CanadianInstitute.com 877 927 0718 x7207

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The Livestream area contains the majority of the conference programming and networking events.

CHEVRON-DOUBLE-RIGHT Attend live sessions, ask questions, comment in the chat function , and take part in live polling

The 1:1 Networking is a fast-paced opportunity to meet new people and expand your professional network

Enter this area to be paired up at random with other attendees for a quick video meet-up.

Plan to visit the Expo often. It will be open before, during, and after the conference.

Use this opportunity to explore new products and services from leading providers, and meet with new and existing partners over video chat.

Update your profile

Review your profile, upload a picture and connect your social media accounts to personalize your presence.

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People tab

You can also engage with other attendees directly. Find a person in the attendee list to send a message and/or an invitation to a video chat.

Polling

Weigh in and seize the opportunity to benchmark with industry peers in real-time.

Use the Chat feature to engage with fellow attendees, speakers and sponsors.

Turn your camera on for roundtable sessions, networking events and video chats for a more engaging virtual connection.

Make Connections

Join scheduled “1:1 Networking” sessions. They are an interactive way to expand your network of peers.

Engage with solution providers of all kinds by visiting the “Expo” to watch videos and live demonstrations, and for face-to-face conversations.

Use the “People” tab to create new relationships and strengthen existing ones within your industry.

Distinguished Co-Chairs:

Colleen Ouellette Director & Corporate Secretary Export Development Canada

Teresa Woo-Paw Chair Canadian Race Relations Foundation

Thomas Yeo Partner Torys LLP