Corporate Governance

The CSL Group Inc. is headquartered in Montreal, Canada, and has offices in each of the regions in which it operates. Company management is overseen by a nine-member Board of Directors, which includes CSL’s three owners and six independent directors. In addition to overseeing the company’s business activities, the Board of Directors advises the management team on CSL’s strategic and operational direction. Many of the Board’s responsibilities are carried out through three working committees: the Audit and Risk Committee, the Human Resources Committee and the Corporate Environmental Sustainability Committee, all of which meet and report back to the Board of Directors throughout the year. CSL and its owners believe that strong governance practices are essential to ensuring the company is managed responsibly and in accordance with CSL’s core values.

CSL BOARD OF DIRECTORS

Jacques Bougie, formerly President and Chief Executive Officer of Alcan, is currently a Director of McCain Foods Limited and KDC-One Inc. He is also Chair of the advisory board of The Montreal Neurological Hospital and Institute. Mr. Bougie has served on the boards of SNC-Lavalin, Atrium Innovations, Alcan Inc., BCE Mobile Communications Inc., Bell Canada, Royal Bank of Canada, Nova Chemicals Corp., Novelis Inc., RONA Inc., Abitibi-Consolidated Inc. and AbitibiBowater Inc.

Ian L. Edwards is President and Chief Executive Officer of SNC-Lavalin, where he held successively senior roles until his current appointment in October 2019. He joined SNC-Lavalin in 2014 after six years in senior management roles with the Leighton Group, including that of Managing Director, Leighton Asia, India and Offshore. Mr. Edwards is an incorporated Member of the Chartered Institute of Building, a Fellow of the Institution of Civil Engineers, and Fellow of the Hong Kong Institution of Engineers.

Rod Jones was President and Chief Executive Officer of The CSL Group Inc. from 2008 to 2017. Over his 30-year career with CSL, Mr. Jones led the team that launched CSL Americas and CSL’s international expansion to Australia, Asia, Europe and Africa. He was also a Director on the Board of The Standard Club, a P&I insurance club, from 2000 to 2017, where he served as Chair from 2014 to 2017. Prior to CSL, Mr. Jones held management positions at Van Ommeren and Navios Corp.

William (Bill) Linton is a Corporate Director currently serving on the Boards of TMX Group, Inc., Empire Company Ltd. and Deveron Corp. He served as Executive Vice-President, Finance and Chief Financial Officer at Rogers Communications Inc. from 2005- 2012 and was Chief Executive Officer of Call-Net Enterprises from 2000 to 2005. Mr. Linton is a Fellow of the Ontario Institute of Chartered Accountants. He is also an active investor and serves as a director of several private companies in the technology and finance industries.

David P. A. Martin is President of Bromart Holdings and an owner of The CSL Group Inc. and Horizon Capital Holdings, of which he is Co-President and Chief Executive Officer. Mr. Martin is a former Chair of the Board of Directors of the World Wildlife Fund (Canada) and a co-founder and General Partner of Capital for Aboriginal Prosperity and Entrepreneurship Fund (CAPE Fund).

R. James E. Martin is a film and television producer and an owner of The CSL Group Inc. and Horizon Capital Holdings. Mr. Martin began his career marketing films at The Movie Network before working in theatrical distribution with TVA International, a subsidiary of Montreal’s Astral Network. Since 2006, he has been producing features through his own production company, High Treason Productions, and is currently developing a television co-production in partnership with Ciné Télé Action.

Paul W. J. Martin is the Chair of the Board of Directors of The CSL Group Inc. as well as an owner of The CSL Group Inc. and Horizon Capital Holdings. He started his career at CSL as a Management Trainee in the Administration Department before being promoted to Manager Business Development of CSL’s Singapore office, where he also served as Director, Projects and Planning.

Brian McManus is the Executive Chair and CEO of Uni-Select Inc. Mr. McManus is also a member of the Board of Directors, the Audit Committee and the Human Resources Committee of Metro Inc. From 2001 to 2019, Mr. McManus was the President and CEO of Stella-Jones Inc.

Lone Fønss Schrøder is Chief Executive Officer of Concordium AG, a global provider of blockchain technologies. She is Vice-chair of Volvo Cars AB and Chair of the Audit Committee and is a director of Geely Sweden Holdings AB, Ingka Holding B.V. (Ikea Group), Akastor ASA; Aker Solutions ASA and Aker Horizons. She has held several senior management and CEO positions in the A.P. Møller-Maersk group and became CEO and president of Wallenius Lines AB in 2005.