December 21, 2020
Just a few more days until we wrap up #12DaysofGPC! Partake in this fun Holiday challenge with 12 fantastic prizes to be won – including our GRAND PRIZE: A Sony Over-Ear Noise Cancelling Bluetooth Headphones & a Logitech Pro Stream 1080hp HD Webcam.

Remember, you can always go back to days you may have missed! Write down your code words and submit them to by 12pm EST on December 24, 2020 to be entered in our random draw. Each code word submitted is an additional entry!

For full details and to join in on the fun, CLICK HERE!

A SWEET TREAT: Take a stab at these delectable recipes to enjoy this Holiday:

Holiday Recipes:
As part of the Day 2 challenge of #12DaysofGPC, we asked you to share with us your selfies in your Ugly Holiday Sweaters. Check out these fun selfies!!
2021 GPC Call for Speakers, Sponsors and White Papers

If you are interested in submitting a session proposal, please complete your submission by Friday, January 06, 2021.

We are developing our Professional Development Calendar and Annual Conference programming for 2021 and we are looking for dynamic and engaging speakers as well as session topic ideas on new or developing issues.
We look forward to your submissions next week!

Excellence in Governance Showcase
This year, we are taking a different approach for the Excellence in Governance Awards. We are seeking submissions that will share your achievements from this past year, and the stories of how you navigated these turbulent times. We encourage stories from all sectors, small to large that celebrate and highlight resilience in governance.

The Excellence in Governance Awards program will allow us to shine a light on the important contribution that Canadian companies, their Boards and Governance Professionals make in terms of best practices that build and sustain shareholder and stakeholder value.

Enter your submission by January 15th, 2021 for your opportunity to be recognized for your achievements on March 24, 2021 for the Excellence in Governance Showcase. 
GPC Education Program: ‘Governance in Practice’
The only certification program for governance professionals in Canada 
As a Governance Professional, do you hold the GPC.D yet? Get a head start on your New Year’s Resolution and obtain your GPC.D designation in 2021! Now is the time to register for your spot in the Governance in Practice Education Program (GPC-EP)!
The only professional practical certification program available for governance professionals in Canada. The course is designed to provide a unique hands-on approach to acquiring the most up to date knowledge and practices, that will ensure that your overall corporate governance processes are effective and ensure your organization's success. In this program you will focus on key governance trends and developments such as managing board processes, minutes, by-laws, records, as well as explore the role of governance professional in board strategy, CSR sustainability and ESG and minutes management, among others.
Visit our website for more information and secure your spot today!
Professional Development
GPC has been successfully offering informative and insightful courses and webinars, and now due to the evolving situation surrounding COVID-19, we are continuing to deliver our professional development sessions in a virtual format. Please have a look at the list of sessions below for the list of our regular and new offerings over the coming months. We look forward to seeing you online!
Keep an eye on our Event Listings for more details and for other upcoming virtual workshops and webinars!
Have you missed any of our recent education sessions or webcasts? If you are interested in learning on your own schedule, you can access GPC’s impactful education sessions and webcasts, which can all be found on our On-Demand Learning page.
We continue to engage with our special GPC COVID-19 ADVISORY PANEL for their insights on how boards will need to shift their conversations, and where organizations will have to focus their attention as the pandemic continues. Through our special webcats and our panel Q&A, you can tap into our COVID-19 page, to explore how key governance issues are being addressed by organizations in these changing times, now and going forward.

Click here to learn more and to ask our panel questions on your most pressing concerns around Covid-19, and to view previous Q&As.

Membership News And Benefits
GPC Membership Benefits

Not a member yet? Join today and become a part of a community of like-minded professionals:

It is important now more than ever for governance professionals to keep up with the changes in this fast-paced environment, and to ensure the most effective and reliant governance processes are in place.
Tap into our resources and expand your perspectives with the GPC community. Our members get exclusive access to our community of members through our Request for Assistance forum, Member Directory, and also to our revamped Governance Resource Library, Education Progams, and much more!

Interested in sampling what GPC has to offer? Enjoy a FREE 3-month Trial Membership to explore the benefits of our nation-wide association of professionals. Email to get your Trial Membership started!
Share your Experience and Get Involved!

As you are aware, we continue to look for top of mind content and great calibre speakers for all our events and wanted to let you know that we have sent out our Call for Speakers for the 2021 event season. This is your opportunity to get in our programming for the conference or the many other PD opportunities in our event calendar. We are looking for dynamic and engaging speakers as well as session topic ideas on new or developing issues in governance.

If you are interested in submitting a session proposal, please complete your submission by Friday, January 08, 2021 (New Deadline). You can fill out the short session proposal form online here.
Session submissions should be trending topics in the realm of governance, new perspectives or updates on current themes that affect governance professionals, their boards, or their organizations.

Any questions, regarding this survey or the selection process, should be directed to: Crystal Singh at
GPC Member Spotlight
December 2020 Member Spotlight

Kevin Hanson   

Our GPC members are the driving force that moves our organization towards greater levels of achievement, service and support. For this reason, we are starting a new feature in our newsletter to highlight and recognize the individuals that reflect the essence of Governance Professionals in Canada.

Every month, GPC will be featuring an exceptional and dedicated member and leader, so that you can learn more about your peers and your fellow members at GPC.
Do you or someone you know want to be featured and celebrated for their professional accomplishments in our monthly Member Spotlight?

Contact for more information!
GPC Chapters And Local Events
GPC local chapters provide an opportunity to engage with your local peers to exchange ideas, connect with like-minded individuals and grow your corporate network.
We want you to get involved!
We are currently looking for Chapter volunteers in Toronto, the East Coast region and Montreal. We are also looking for a chapter chair representative in the East Coast.

Are you interested in volunteering for a local activity? Do you have an idea for a local event or topic for learning? Let us know! GPC is keen to expand local engagement to better serve you. 

  • Meet at least once bimonthly to create and execute local event strategy
  • Host local or virtual events
  • Recruit new members
  • Provide feedback to GPC national office
  • Assist with GPC national office PD events held at their locations
  • Promote GPC and the and success of Canadian governance professionals by advancing their capabilities, prominence and impact through local level events
For more information on your local chapter happenings, or to volunteer - contact your local chapter representative.

  • Vancouver Chapter: Arne Gulstene 
  • Calgary Chapter: Amy Anderson
  • Edmonton Chapter: Aaron Friedenthal 
  • Toronto (GTA) Chapter: Contact GPC National Office directly
  • Ottawa Chapter: Kathy Cauchon and Christine Thomas 
  • Montreal Chapter: Guy L'Espérance and Sophie Van Houtte
  • Saskatchewan Chapter: Sheldon Stener and Bronwynn Cutts

Click here for the member directory to contact your local representative today.
Request For Assistance
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 is appreciated.

Does anyone have a Board Crisis Communication Plan and/or template they would be willing to share? Also, does anyone keep a summary of this plan in their governance binders?

Our Secretary-Treasurer is leaving in the next few weeks. Our CEO is not ready to name another staff member in their place. Can a Board Director (Trustee) hold these positions in the interim without any Treasurer or Secretary experience? Can they be named and be consulted by senior staff who have some expertise in this area? What are the minimum qualifications for holding these positions (Treasurer and Secretary)?
To Respond:

Please submit your response by going to the GPC Forum.
If you wish to remain anonymous, click here for instructions 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.
Tell a friend, share a tweet, and spread the news about GPC! Be sure to add us to your network for up-to-date news, networking and governance information.
Give the Gift of Better Board Meetings in 2021

The best board meeting technology streamlines board functions on a secure, integrated platform that’s easy for the board to use. To help your organization identify the best board meeting software for your board, we’ve compiled a list of considerations to keep in mind to ensure you start 2021 off on the right foot. (Click here for more!)
News And Updates
Now Is The Time For Canadian Companies To "do Diligence" On Their Supply Chains
Gowling WLG International Limited.

A guide to addressing modern slavery in your business and supply chain for Canadian directors and CEOs - Part eight

Now that Canada has banned the importation of goods made with forced labour, potential supply chain risks have increased for many Canadian businesses in terms of both probability and severity. As we've seen so often during the COVID-19 pandemic, global supply chains can be extremely challenging to map, to monitor and to manage.
OSC Seeks Input On Priorities For 2021-2022
Osler, Hoskin & Harcourt LLP

The Ontario Securities Commission (“OSC”) recently issued its 2021-2022 Draft Statement of Priorities for comment (the “Draft Statement”). The document sets out the priority initiatives that the OSC will pursue for the period from April 1, 2021 through March 31, 2022 in support of its four strategic goals, which are to: promote confidence in Ontario’s capital markets; reduce regulatory burden; facilitate financial innovation; and strengthen the OSC’s organizational foundation.
Further steps towards standardizing ESG reporting
Norton Rose Fulbright Canada LLP

The crux of meaningful ESG disclosure: commensurability

For many Canadian issuers, voluntary public disclosure of environmental, social and governance (ESG) factors has, to date, been somewhat of a puzzle given the lack of clear consensus as to the form and substance that such disclosure ought to take. On the investors' end, the challenge quickly became one of commensurability, or simply put, the ability to compare an issuer's ESG performance with another to be able to appropriately price risks and make informed capital-allocation decisions.

Boards and Management in Canada Take Note: Demand for Better ESG Oversight and Disclosure
Fasken Martineau DuMoulin LLP

Two Notable ESG Developments in Canada

Many Canadian public companies have been accused of being slow to disclose environmental, social and governance ("ESG") factors that are material for their companies' long term sustainability. In November, two notable developments occurred that should focus Canadian boards of directors and management on how directors oversee material ESG factors at their company and how their company discloses those material ESG factors to its shareholders.

Ontario Securities Commission awards over half a million dollars to three whistleblowers
Osler, Hoskin & Harcourt LLP

Following a trend of rising whistleblower tips and awards, the Ontario Securities Commission (the “OSC”) recently sent another strong signal to whistleblowers that “timely, specific and credible” tips can yield considerable financial rewards. In its November 17, 2020 announcement, the OSC emphasized that the three whistleblowers, who were awarded a total of $585,000, included company outsiders who provided OSC Enforcement Staff “with specialized technical analysis on a complex area of securities law.”
News Alert: Canada Revenue Agency releases new and updated guidances for charities

Miller Thomson LLP

Canada Revenue Agency (“CRA”) has released the following new and updated guidances for registered charities:

  • “CG-030, Advancement of education and charitable registration” which replaces multiple CRA policy statements and commentaries as set out therein;
  • “CG-029, Relief of poverty and charitable registration” which replaces the former “CSP-P03, Poverty”;
  • “CG-027, Public policy dialogue and development activities by charities” which finalizes the draft version of the guidance released in January 2019; and
  • “CG-002, Canadian registered charities carrying on activities outside Canada” and its related guidance, “CG-004, Using an intermediary to carry on a charity’s activities within Canada”, both of which update past guidances.
OSC Sets Out Interpretative Guidance in its Corporate Finance Branch Annual Report for 2020
Stikeman Elliott LLP

The overview of the OSC Corporate Finance Branch’s operational and policy work over the course of the fiscal year ended March 31, 2020 provides helpful guidance to market participants.

The Ontario Securities Commission (OSC) Corporate Finance Branch has published its annual report (Report) which sets out the OSC’s expectations and interpretation of regulatory requirements with respect to capital raising and continuous disclosure matters. The Report is based on the work conducted by the OSC during the fiscal year ended March 31, 2020, particularly with respect to the 1,100 reporting issuers overseen by the OSC, as principal regulator. Notably, in fiscal 2020, 388 prospectuses were filed in Ontario, with mining, cannabis and real estate issuers being the most active. This represents a decline in the number of prospectuses filed in Ontario as compared to fiscal 2019, which the OSC attributes to a decline in offerings in the cannabis space and the impact of COVID-19 in early-2020. Based on market capitalization, issuers in the banking, mining and technology industries represented 49% of the reporting issuers under the OSC’s mandate.
Policing fake news and other updates: CRA finalizes CG-027, Public policy dialogue and development activities by charities
 Miller Thomson LLP

On November 27, 2020, Canada Revenue Agency’s (“CRA”) Charities Directorate announced the release of five new and updated administrative guidances.

Among these guidances is CG-027, Public policy dialogue and development activities by charities (the “Guidance”), which provides CRA’s interpretation of the new provisions in the Income Tax Act (Canada) (the “ITA”) regarding the ability of charities to engage in policy debate and advocacy. CRA published a draft of the Guidance in January 2019 to elicit feedback from the public and various stakeholders (the “Draft Guidance”). See our previous article for an overview of the Draft Guidance.

Legal Year in Review
Osler, Hoskin & Harcourt LLP

Without a doubt, 2020 was a challenging year. While COVID-19 had a profound impact, many of this year’s legal developments were unrelated or occurred in spite of it. Here are our observations on the most significant legal and business developments from 2020
About GPC 
GPC‘s mandate is to be the voice of governance professionals in Canada. Its members deal with all matters affecting corporate governance, from board and committee processes, management and structure, disclosure, stakeholder engagement, legal and corporate compliance, as well as issues crucial to boards, their accountability and oversight. As such, GPC strives to provide valuable and timely information on recent changes and developments which affect our members – in all industries and sectors (listed, private, public, crown, not for profit, etc). Our members include professionals with positions such as Corporate Secretary, Corporate and General Counsel, Manager Corporate Governance, VP/Director/Officer Compliance, Risk, Legal or Regulatory Affairs, Associate/Assistant Corporate Secretary and Board Administrator, CEO, CFO, Board Chair, Director, Committee Chairs.

Mission Statement
To enhance the recognition and success of Canadian governance professionals by advancing their capabilities, prominence and impact. Together, we define and promote best practices and professionalize the practice of corporate governance in Canada.
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
Governance Professionals of Canada
21 St. Clair Avenue East - Suite 802
Toronto, ON M4T
(416) 921-5449