president's Message 

We have a new name!
Lynn Beauregard_ GPC President

It is official and the Canadian Society of Corporate Secretaries (CSCS) will now be known as Governance Professionals of Canada (GPC). The name was voted on with an overwhelming majority in favor of this change at the recent annual and special meeting of members, held during the 18th Annual Corporate Governance Conference held in Whistler, BC last week.

The driving force for this organization has been to consistently provide best practices resources and support for those playing a role in the governance function. It has become clear in the past few years that although corporate secretaries play a central role, other professionals are very much involved in governance as well and want to be a part of this organization. We are excited about the support that we have received for this important change which will allow us to be more relevant and inclusive for all of our members and stakeholders.


Be sure to follow and support our new social media profiles! 

 @GovProCanada  |  Governance Professionals of Canada (GPC)

The 18th Annual Corporate Governance Conference was a great success!

Our annual corporate governance conference was held in Whistler, BC last week with over 300 governance professionals, service providers and speakers attending. It was a resounding success with a perfect mixture of strong content, great networking, stunning scenery and weather. It could not have been a more gratifying experience. Here are some of the highlights:

  • The conference opening keynote panel was a chairs' discussion moderated by Carol Hansell of Hansell LLP. Panelists included Vancouver Airport Authority Chair Mary Jordan, TELUS Chairman Dick Auchinleck and Margie Parikh, Board Director, On Governance. They discussed the importance of helping directors to better understand the corporate secretary's function and give it the respect it deserves to enable them to play a more meaningful role in board matters. They spoke elevating the role by changing the title to, for instance, Chief Governance Officer, so as to ensure that corporate secretaries get recognition for their contribution to board and director effectiveness.
  • For an encore appearance, Andrew Fastow, Former Chief Financial Officer of Enron, expanded on some of the ideas he captivated attendees with at last year's conference. He was joined by panelists Dr. Richard Leblanc, Associate Professor of Law, Governance and Ethics at York University, Mike Garvey, Chairman of Kelvin Storage and Errol Mendes, Law Professor at the University of Ottawa. The session was structured as a master class in ethics, examining how organizations can strike a balance between rules and principles, and navigating the grey areas of corporate ethics.
  • The luncheon keynote speaker was explorer and travel writer Bruce Kirkby, who has written for Canadian Geographic, New York Times and Huffington Post. He had some very inspiring life lessons to share.
  • Chris Chen of Korn Ferry Hay Group provided insights into the results of the 2016 Best Practices in Corporate Governance Study that Hay Group conducts each year with the GPC, touching on executive pay, reducing risk in succession planning and assessments. A copy of the report can be downloaded HERE.
  • The closing panel included David Beatty, Professor, The Rotman School of Management and Conway Director, Peter Dey, Chair, Paradigm Capital Inc. and Anna Tudela, Vice President, Diversity, Regulatory Affairs and Corporate Secretary for Goldcorp Inc. had a lively discussion on the challenges, practices and principles that are shaping today's boardroom.
  • Breakout sessions, roundtable dialogues and workshops rounded out the program with topics such as: the board's role in special situations (including spinoffs and privatizations), CSR and sustainability governance, achieving diversity and inclusion in the boardroom through recruitment, policies, processes and measures, and more.

The 2016 Excellence in Governance Awards Shortlist is announced!

GPC is spinning off its annual Excellence in Governance Awards as a separate event that will be held on November 15th at The Carlu in Toronto. We are pleased to announce the shortlist of companies nominated for this year's prestigious awards, which include the following categories: 

  1. Best Practice in Enterprise Risk Management
  2. Best Practices in Sustainability and ESG
  3. Best Approach to Achieving Effective Board and Committee Operations
  4. Best Practices to Enhance Boardroom Diversity
  5. Best Practices in Strategic Planning, Oversight and Value Creation by the Board
  6. Best Engagement by a Governance Team
  7. Best Practice Pay for Performance
  8. Best Overall Corporate Governance
  9. GPC Peter Dey Governance Achievement Award 

For a complete list of the shortlisted organizations, please click here.

We invite you and your governance team to join us for the Gala Dinner and Awards Ceremony. To purchase a table or tickets clicking here.


Lynn Beauregard
President, Governance Professionals of Canada
Conference and sponsorship update

Thank you!


Just a few short days ago GPC had the pleasure of welcoming over 300 of your peers and colleagues to Whistler, BC for the 18th Annual Corporate Governance Conference.


The GPC staff and board want to thank all of our attendees for their participation and feedback - it is greatly appreciated! Our success is clearly your success. The more we continue to grow, the more programming and networking opportunities we can build together and the better become a stronger organization for governance professionals.

We want to hear from our members! What can we add, remove, enhance or adapt for our programming so that we can create the best conference program and experience for you next year. Please send any comments, ideas, suggestions, etc. to

We really do consider all of your comments, suggestions and ideas to continue to enhance, not only the conference programming, but all of the GPC initiatives. So THANK YOU!
If you attended and have yet to complete your conference survey, please do so by clicking here now.

Also, to every contributor - sponsor, partner, director and speaker - each of you keep continue to make this conference a success. Your expertise, time and commitment to the conference and organization is greatly appreciated! For this, a big round of applause and a great big THANK YOU!

To our loyal sponsors: THANK YOU! We know there are budget challenges and choices when selecting your partner organizations. Thank you for choosing to commit to GPC and for the relationships that we continue to cultivate. We look forward to working with you again soon.

We look forward to next year's event and what it has in store. We hope you mark your calendar to join us for the 2017 conference in St. John's, NL, August 20 - 23!

Tina Hutchinson
Director, Conference & Sponsorship

Thank You to our 2016 Conference Sponsors!


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Professional development
Governance Essentials for the Corporate Secretary - 2 day Seminar

This two-day seminar is a great way to get up to speed or to expand your corporate secretariat skill set. It will examine the responsibilities, roles and accountabilities of the corporate secretary's position, explore best practices and provide practical solutions to current governance challenges. This session will be of great benefit to you if you are new to the profession or provide a great refresher and updates to someone responsible for governance processes and/or compliance processes in your organization.

Presenters: Sylvia Groves, FCIS, President and Creative Director, Governance Studio; Richard Leblanc, CMC, BSc, MBA, LLB, JD, LLM, PhD, Faculty of Liberal Arts and Professional Studies, York University; Janis Riven, LLB & BCL, MBA, PAdm, FCIS, Acc.Dir., Corporate Governance Consultant, Governance & Compliance Solutions, John Molson School of Business, Concordia University
Vancouver | October 11-12, 2016
Terminal City Club 837 West Hastings Street, Vancouver, British Columbia
Toronto | November 14 - 15, 2016
Twenty Toronto St. Conferences and Events, 20 Toronto St., Toronto, ON

Membership News
Welcome New GPC Board of Directors
Governance Professionals of Canada ("GPC") is proud to present its new Board of Directors as a result of the August 2016 elections.  

Carmel Bellamy
Corporate Secretary and Senior Director,
Governance, Member & Co-operative Relations
Guelph, ON 

Brigitte Catellier
Vice-President & Corporate Secretary
Sun Life Financial
Toronto, ON

Misti Christensen
Senior Manager, Governance and Assistant Secretary
Nexen Energy ULC
Calgary, AB 

Alain Dussault 
Lawyer, Corporate Secretary`s Department 
Canadian National Railway Company 
Montreal, QC 

Glenn Keeling 
Senior Partner, Executive Compensation and Governance 
Global Governance Advisors  

Cyndie Kremyr 
Independent Director 
Abbotsford, BC 

David Masse 
Independent Director 
Toronto, ON 

Sally Maziarz 
Assistant Corporate Secretary 
EPCOR Utilities Inc. 

Janis McKenzie
Independent Director
Brampton, ON 

Bonnie Oakes Charron
Special Assistant, Governance & External Relations
Colleges and Institutes Canada  

Josée Turcotte Senior 
Vice-President, Corporate Secretary and Head of Governance
HSBC Bank Canada

Please join us in welcoming all Directors. We look forward to their contributions for our entire Governance community.

Letricia Fullerton
Manager, Administration, Education & Special Projects
Welcome New GPC Members!


It is with great pleasure that the Governance Professional of Canada (GPC) acknowledges and thanks the following people for joining or rejoining the Society in the last 31 days.

With the support and participation of members like you, GPC is able to be a nationally recognized leader for information, education, advocacy and best practices in the field of corporate governance.

Welcome to the Society, and thank you!

  • Jo Ann Berardinucci, Accreditation Canada Ottawa, ON  
  • Tracey Bliss, Capital Power Corporation Edmonton, AB  
  • Krystal Boros, E-Comm 9-1-1 Vancouver, BC  
  • Alexis Cloutier, Maintoba Telecom Services Winnipeg, MB 
  • Patti Edie, Copperfin Credit Union Kenora, ON 
  • Zara Gray, GoldCorp Inc. Vancouver, BC 
  • Katherine Kats, FWS Group of Companies Winnipeg, MB  
  • Angela Lau, MDA Richmond, BC  
  • Jennifer Longhurst, Davies Ward Phillips & Vineberg LLP Toronto, ON  
  • Nelson Lui, MacDonald, Dettwiler and Associates Ltd Richmond, BC  
  • Monique Richer, Université Laval Québec, QC 
  • Ian Robertson, Odlum Brown Vancouver, BC 
  • Nathalie Theberge, Innergex Renewable Energy Inc. Longueuil, QC  
  • David Thornley-Hall, Western Potash Corp. Vancouver, BC

Amberly Strauss

Manager, Membership and Marketing


Do you have a question you need an answer to? Looking for best practices? Our Request for Assistance service is an easy way to receive information from your peers. Below are some recent requests. Your response will be appreciated.


Investment Committee Compensation

We are creating an investment committee and trying to benchmark compensation rates for similar funds. Consultants are more expensive than we want to spend and we expect that an informal benchmarking would be acceptable to the Board. Would anyone be willing to share the compensation paid to the members of their investment committee and the size of the portfolio under investment? Our fund is about $70M.

To Respond:

Please submit your response by going to GPC Forum.


If you wish to remain anonymous, click here for instruction on how to manage your privacy setting. 


To view responses to previous Request for Assistance, please click here or login and click on Members Only Section > Request for Assistance Responses.

What board chairs look for in corporate secretaries
IR Media Group Ltd.

Helping the chair make the best use of directors, manage the board's time and provide management's view on committee effectiveness are key roles

The Canadian Society of Corporate Secretaries opened a new era last week at its 16th annual conference in Whistler, British Columbia, starting by changing its name to Governance Professionals of Canada, which was approved by more than 95 percent of its membership.
Board diversity: the latest metrics and government measures
Norton Rose Fulbright LLP

The diversity of boards has become a target of greater scrutiny. This scrutiny has come not only from activist investors seeking higher returns and better governance, but from governments and various interest groups outside the corporation. It has homed in on a variety of director characteristics, including length of tenure, age, gender, and visible minority status. This post begins by discussing some of the latest metrics on board diversity in Canada. It then looks at some of the recent measures governments and regulators have been taking to increase diversity in the boardroom.

Read More

Court Orders Not-for-Profit Corporation to Revise Proxy Form

Miller Thomson LLP

In an important decision of the Ontario Superior Court of Justice released on August 4, 2016, the Ontario Medical Association ("OMA") was ordered to revise the contents of a proxy form it circulated to its members in advance of a general meeting held on August 14, 2016. Although there were other procedural issues before the Court in this case, its reasons for ordering revisions to the proxy are of particular significance to not-for-profits and charities.

CPA Canada's 20 Questions Directors of Not-for-Profit Organizations Should Ask about Mergers
Blumberg Segal LLP.

The Chartered Professional Accountants of Canada (CPA Canada) have released today a booklet entitled 20 Questions Directors of Not-for-Profit Organizations Should Ask about Mergers. It is located on this CPA Canada page. It is written by Andrea Cohen Barrack, CEO of the Ontario Trillium Foundation (OTF), Canada's largest granting foundation, and Mark Blumberg, a charity lawyer and partner at Blumberg Segal LLP and editor,, and


In 20 Questions Directors of Not-for-Profit Organizations Should Ask about Mergers non-profit boards and staff will learn about:

  • evaluating a merger as a strategic option
  • exploring options: board oversight, unique organization characteristics, partner selection and stakeholder consultation
  • negotiating: establishing the process and timeline, due diligence and governance issues
  • implementation and evaluation
Majority voting and board diversity trends
Norton Rose Fulbright LLP

As recently highlighted in the Harvard Law School Forum on Corporate Governance and Financial Regulation, a report (the Report) by Institutional Shareholder Services (ISS) found that majority voting practices and annual board elections, along with increases in board diversity, are the new norm.

Read More

Canadian Securities Laws, Issuer Websites and Social Media: Do The Evolution
Blake, Cassels & Graydon LLP.

A lot has changed since the '90s and change has, for the most part, been a good thing, although I still have a nostalgic yearning to wear plaid flannel and Doc Martens again. Despite the astonishing technological developments over the past 25 years, one thing that hasn't kept pace has been the Canadian Securities Administrators' approach to the permitted methods for the initial dissemination of material information by public companies.
Canadian securities regulators release report on 2013-2016 achievementsxx
Canadian Securities Administrators

The Canadian Securities Administrators (CSA) today released a report on the work achieved under its three-year Business Plan for the period of April 1, 2013 through June 30, 2016.
CRTC's Reminder on Record-Keeping for CASL Compliance
Cassels Brock & Blackwell LLP.

This week, the Canadian Radio-television and Telecommunications Commission (CRTC) issued an enforcement advisory1 directing businesses and individuals to consider the importance of record-keeping pursuant to Canada's anti-spam legislation (CASL).
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Events & workshops

Governance Essentials for the Corporate Secretary - 2 day Seminar

Vancouver, October 11-12, 2016
, November 14-15, 2016
For complete list of GPC events click here
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Board of Directors
David Masse 
(Chairman of the Board)

Toronto, ON
Janis McKenzie 
(Vice Chai and Treasurer)

Brampton, ON

Carmel Bellamy 
(Chair, Membership Committee)

Corporate Secretary and Sr. Director, Governance, Member & Co-operative Relations
The Co-operators Group Limited
Guelph, ON
Brigitte Catellier
Vice President & Corporate Secretary 
Sun Life Financial Inc.
Toronto, ON
Misti Christensen
(Chair, Governance and Nominations Committee)

Sr. Manager Governance and Assistant Secretary
Nexen Energy ULC
Calgary, AB
Alain Dussault 
(Chair, 2016 Conference Planning Committee)

Lawyer, Corporate Secretary's Office
Canadian National Railway Company
Montreal, QC
Glenn Keeling
(Chair, Sponsorship Engagement Committee)

Sr. Partner, Executive Compensation & Governance Global Governance Advisors
Toronto, ON

Cyndie Kremyr 

Independent Director 

Abbotsford, BC 

Sally Maziarz
(Secretary and Chair, Education Committee)
Assistant Corporate Secretary
EPCOR Utilities Inc.
Edmonton, AB

Bonnie Oakes Charron 

Special Assistant, Governance & External Relations 

Colleges and Institutes Canada  

Josée Turcotte
Senior Vice-President, Corporate Secretary and Head of Governance 

HSBC Bank Canada

Lynn Beauregard 

Governance Professionals of Canada
Toronto, ON

Not a GPC Member?

As a GPC Member, you will have access to:

  • A community of like-minded governance professionals

  • A network of key governance products, services and solution providers

  • Access to and discounts for GPC professional development, education sessions and webinars throughout the year, including the leading annual conference on corporate governance best practices in Canada.

  • Practical resources and guidance on best practices in good governance for their organization

  • Monthly electronic newsletter 'Governance Matters' and briefing on the latest developments in governance in Canada and internationally

  • Updates on the latest regulatory developments and their impact, as well as a voice in the consultation process through GPC

  • Preferential access to practical, professional development activities offered by various like-minded partners in Canada and internationally

And, we are the voice of corporate secretaries and governance professionals in Canada

If you have any questions or require further information, do not hesitate to call at 416-921-5449, or 1-800-774-2850, ext 303, or email us at


Annual Membership Dues


The membership fees, in Canadian dollars, are as follows (plus applicable taxes):

  • Regular Member: $495.00 

  • NFP and Academic Sector:   $375.00

  • Retired: $80.00

Visit our website - - to learn more about GPC membership and membership benefits.

Membership renewal notices 

Membership renewal notices are sent out 2 months prior to your anniversary date. 

If you haven't received your notice, or have questions about your membership, renewal payment or require a credit card authorization form, contact Amberly Strauss at the GPC office.

Take advantage of the GPC' flexible and green option of online renewal by:

  1. Logging on to your profile here with your email and password. Can't remember your password? Reset it here ;Following suggested actions on your profile screen; and
  2. Reviewing all information in your profile and revising as required 

If there are changes in your contact details, we would like to remind you to please update your membership profile online so that we can make certain that you receive your renewal notice and any other GPC membership communication.
Thank you for your continued support of GPC.


About GPC 

The Governance Professionals of Canada (GPC) is the voice of Corporate Secretaries and governance professionals in Canada. Its members deal with disclosure and matters affecting corporate governance, including the structure and meetings of the board of directors and its committees, the proxy process and annual meetings. As such GPC strives to provide valuable and timely information on recent changes and developments which affect our members - in all sectors. 


Specialties: Our members include professionals with positions such as Corporate Secretary, Manager Corporate Governance, General Counsel, Chief Compliance Officer, VP Regulatory Affairs, Associate Corporate Secretary, and Board Administrator.


Mission Statement

The promotion and advancement of effective governance and corporate secretarial practice in organizations in the private, public, not-for-profit and other sectors through the continued development and application of governance and corporate secretaryship best practices.

This e-newsletter is issued monthly to all GPC members.  Non-members may also subscribe and receive the newsletter without access to member only content. 
If you have comments or wish to contribute material to this newsletter, please e-mail us at