THE NEWSLETTER FOR GOVERNANCE PROFESSIONALS OF CANADA
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Greetings!
GPC has exciting news! We are happy to announce a special edition ‘Excellence in Governance Showcase’ to celebrate and highlight stories of resilience in governance this past year, before re-launching our regular awards program in 2021.
The past few months have taken a toll on many organizations, and although there are still many unknowns, GPC wants to recognize those leading practices that can serve as a source of inspiration to our governance community. This showcase event will be a celebration of achievements as opposed to a ceremony with awards. As everyone continues to do their part in adjusting to our “new normal,” we want to ensure that you can still share your stories of resilience and success with us.
So what do you need to do? It’s simple! GPC would like to encourage you and your organization to take this opportunity to come forward and share your accomplishments this past year in this Special Edition Showcase. How? It’s easy! Our categories, and our criteria have been simplified in line with this approach. Just click here to submit. Tell us your story, and our judges will choose a handful of organizations per category that rose above the fray and progressed in these turbulent times.
The deadline for submissions is Tuesday, December 15, 2020. The organizations selected in each category will be invited to join us for the Special Edition Showcase event on March 24, 2021, to share their stories and achievements. They will also be featured in a special GPC Showcase Edition Report published shortly after the event.
We encourage companies of all sizes, sectors, and industries (listed, private, public, crown, not for profit, co-op, etc.) to participate, as the EG Program is designed to recognize excellence across all organizations.
We look forward to your submission!
Warm regards,
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Lynn Beauregard
President, Governance Professionals of Canada
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- Excellence in Governance Awards
- GPC Education Program
- Membership News
- Request for Assistance
- News and Updates
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Are you interested in advertising your product, service and/or business to the GPC market. Our website and monthly e-newsletter both offer the opportunity to reach our targeted market.
Contact any one of the GPC staff members to discuss your options today: [email protected].
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2021 GPC Call for Speakers, Sponsors and White Papers
If you are interested in submitting a session proposal, please complete your submission by Friday, December 11, 2020.
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!
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The 22nd Annual Corporate Governance Conference was live on October 6th and 7th, 2020 but all of the valuable content is still available with the hottest and latest governance topics, led by 50 powerhouse speakers!
Enjoy the FULL conference at your pace and on your time until December 31, 2020! ORDER TODAY!
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Here are a few of the many amazing testimonials we have already received to date:
“I'm really enjoying the virtual format and the fact that I can go back and hear sessions that
I wasn't able to attend.”
“A lot of important and timely issues discussed...and the messages will reverberate through
out board rooms for years to come.”
“The virtual platform you used was fantastic. I rate it a 10/10 experience for sure! The GPC team
once again hit it out of the park and it was great to be part of this conference again!”
“I could never have imagined that a virtual conference would be so engaging and informative.
Also, a big thank you to the speakers for their insights and to the sponsors who made it all possible.”
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Thank you to our Conference Sponsors & Partners
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Official partner & Presenting Sponsor
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Excellence in Governance Showcase
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The Governance Professionals of Canada (GPC) is now accepting submissions for the ‘Excellence in Governance Special Edition Showcase’. This EGA Special Edition will celebrate stories of resilience and success on March 24, 2021.
This Special Edition Showcase will bring together examples of leading practices in key cornerstones of good governance. GPC would like to encourage you and your organization to take this opportunity to be recognized and celebrated for your accomplishments in this Special Edition for the EG program.
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GPC Education Program: ‘Governance in Practice’
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The only certification program for governance professionals in Canada
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Don’t miss your opportunity to start off your New Year with good governance. The `Governance in Practice` Education Program (GPC-EP) is the only practical course available for governance professionals in Canada. It is designed to provide you with hands-on knowledge and tools to ensure that your overall corporate governance processes are effective to ensure your organization's success. In this program, you will focus on such topics as: the core of governance, the role of governance professional in board processes, CSR sustainability and ESG and minutes management, among others.
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Governance in the New Decade: The Rise of Boardroom ESG
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In September 2020, GPC hosted a full-day conference on ESG Governance. The event, Governance in the New Decade: The Rise of Boardroom ESG, highlighted many important and timely topics, such as COVID-19, systemic racism, and climate change. The ESG Conference can still be viewed online HERE.
GPC has released a report on the finding and discussions from this conference, exclusively available to GPC members HERE.
Not a member? Join GPC today to unlock access to this report and many others!
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Due to the evolving situation surrounding COVID-19, we are continuing to deliver our professional development sessions in a virtual format.
Have a look at the list of sessions below. We look forward to seeing you online!
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Governance Ethics Session: Ethics, When Absolute Right and Wrong Don’t Apply, December 3, 2020
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Governance 101: A Practical Guide, December 8-9, 2020, Online Certification Course
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Emotional Intelligence for the Governance Professional, January 27, 2021
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The Second Annual Co-op and Credit Union Governance Summit, February 1, 2021
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The Art of Board Presentation and the Governance Professional’s Role in Adding Value, February 11, 2021
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Carefully Crafting Bylaws: How to Proactively Simplify Governance, March 31, 2021
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Keep an eye on our Event Listings for more details and for other upcoming virtual workshops and webinars!
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GPC PAST WEBINARS ARE AVAILABLE YEAR-ROUND!
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.
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Our current Webinar and Webcast Offerings include:
…and MORE!
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DEVELOPMENTS IN GOVERNANCE IN THE COVID-19 PANDEMIC
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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.
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Membership News And Benefits
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GPC Membership Benefits
Not a member yet? Join today and become a part of a community of like-minded professionals: www.gpcanada.org/join
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.
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 [email protected] to get your Trial Membership started!
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New Membership Benefit!
Governance Studio provides boards, corporate secretaries and governance professionals with fresh perspectives on corporate governance that works to add value. Governance Studio also specializes in helping boards structure their corporate governance strategies by creating tailored programs for each organization.
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November 2020 Member Spotlight
Anita Espenant-Rogers
EA to the CFO, Admin support to the Assistant Corporate Secretary
EPCOR Utilities Inc.
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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.
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Do you or someone you know want to be featured and celebrated for their professional accomplishments in our monthly Member Spotlight?
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GPC Chapters And Local Events
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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!
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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
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For more information on your local chapter happenings, or to volunteer - contact your local chapter representative.
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Vancouver Chapter: Arne Gulstene
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Calgary Chapter: Amy Anderson
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Edmonton Chapter: Aaron Friedenthal
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Toronto (GTA) Chapter: Contact GPC National Office directly
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Ottawa Chapter: Kathy Cauchon and Christine Thomas
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Montreal Chapter: Guy L'Espérance and Sophie Van Houtte
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Saskatchewan Chapter: Sheldon Stener and Bronwynn Cutts
Click here for the member directory to contact your local representative today.
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GPC Calgary Chapter event:
December 02, 2020
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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.
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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?
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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)?
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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.
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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.
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Modern Governance: The How-to Guide
Learn how executives and legal and governance professionals from across the globe are addressing security, risk, data governance and corporate responsibility to navigate the new governance landscape. In the Modern Governance How-To Guide, we have compiled key takeaways, best practices and actionable insights in these critical areas. (Click here for more!)
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GPC is a proud partner of Corporate Secretary in their
The ESG Integration Forum - December 3 & 4, 2020
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Join IR Magazine and Corporate Secretary virtually on December 3 & 4 for ESG Integration Forum to uncover the underlying factors that have driven the rise of ESG during the pandemic.
Discussions at the forum will be centered around earnings calls, artificial intelligence evolving around the ESG landscape, standardization developments in ESG ratings and frameworks, navigating climate risks, how future of work will impact ESG integration, materiality matters, social and human capital trends, generating decision useful data for investors, reinventing ESG reporting and more!
As proud supporting partners of this year’s IR Magazine ESG Integration Forum, we hope you can join us, find out more about the event here.
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Proxy season 2021: Navigating turbulent times
Norton Rose Fulbright Canada LLP.
This update presents our predictions, based on the current governance environment, and our recommendations on issues that should be important when preparing for the upcoming proxy season. This year’s update takes into account comments made by representatives of institutional investors and governance organizations at a webinar we held recently, and provides guidance to help issuers navigate turbulent times.
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ISS releases new diversity proxy guidelines: S&P/TSX Composite Index companies expected to adopt a 30% target for women on boards
Torys LLP.
Effective February 1, 2022, Institutional Shareholder Services (ISS) will expect an issuer included on the S&P/TSX Composite Index to have at least 30% of its board comprised of women, or a written gender diversity policy that includes a commitment to achieve at least 30% female board representation over a reasonable timeframe.
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Ontario Proposes to Relax Long-Standing Rules on Directors and Shareholder Approvals
Bennett Jones LLP
Important changes to the Ontario Business Corporations Act (OBCA) have been proposed by the Government of Ontario in Bill 213: Better for People, Smarter for Business Act, 2020, that would:
- remove Canadian residency requirements for directors; and
- permit private corporations to pass ordinary resolutions in writing with majority (rather than unanimous) shareholder approval.
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Ontario's Not-for-Profit Corporations Act – Status Update
Fasken Martineau DuMoulin LLP
The proclamation period for the Not-for-Profit Corporations Act, 2010 S.O. 2010, c.15 ("ONCA") has been extended. The ONCA received Royal Assent and was adopted in 2010. The Ministry of Government and Consumer Services had previously advised of a possible proclamation in 2020. In September 2020 the Ontario Legislative Assembly passed a resolution extending the proclamation period for the ONCA until December 31, 2021 ( Motion 89). Without such a resolution, the ONCA would have been repealed on December 31, 2020.
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The Dynamic Duo: Cyber-security and Due Diligence during the COVID-19 Pandemic
Norton Rose Fulbright LLP.
The widespread impact of the COVID-19 pandemic (“pandemic”) continues to highlight the several ways in which M&A transactions have had to adapt to changing times, particularly by ramping up cyber-security measures in a digital world. Prior to the pandemic, there already existed a shift towards cyber-security due diligence since many businesses relied on digital assets. As a result, increased protection was paramount since a deficiency in the cyber-security measures of a target could lead to potential liability on the part of the buyer, after the transaction had closed.
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Preparing For The ONCA
Gardiner Roberts LLP
The ONCA is coming early 2021
The Not-for-profit Corporations Act (Ontario) (ONCA) that we have been waiting for since 2010 is likely going to come into effect on January 1, 2021 or shortly thereafter. When it comes into effect, all existing corporations governed by the OCA will automatically be continued under the ONCA. There is no need for corporations to take any action. The former legislation, the Corporations Act (Ontario), will no longer apply to most non-share capital corporations incorporated under the OCA, except for certain transitional provisions.
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Ontario, Canada: Impending AODA Compliance Deadlines
Littler Mendelson P.C.
The purpose of the Accessibility for Ontarians with Disabilities Act (AODA) is to develop, implement and enforce accessibility standards to achieve accessibility for Ontarians with disabilities, with respect to goods, services, facilities, accommodation, employment, buildings, structures and premises. Businesses, non-profits, government, and public sector organizations must comply with accessibility standards. Requirements and deadlines depend on an organization’s type and size.
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How Low Can We Go? Federal Government Introduces Legislation to Reach Net-Zero Emissions by 2050
McCarthy Tétrault LLP
In 2019, the federal government announced its intent to move forward with a target of net-zero greenhouse gas (GHG) emissions by 2050. With the introduction of Bill C-12 (An Act respecting transparency and accountability in Canada’s efforts to achieve net-zero greenhouse gas emissions by the year 2050) on November 19, 2020, Canada joins over 120 countries in committing to net-zero emissions by 2050, including the UK, Germany, France, and Japan.
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Guidance For Special Committees And Disclosure Obligations: A Catalyst Case Study
Cassels Brock & Blackwell LLP.
In connection with its responsibility to protect investors by ensuring that regulated companies are meeting their disclosure obligations, the Ontario Securities Commission (“OSC”) released a decision this year which emphasized proper disclosure of related party transactions.
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Ontario And British Columbia Regulatory And Legislative Updates, Jurisdictional Considerations, And COVID-19 Updates
Cassels Brock & Blackwell LLP.
This article provides a general overview of the Ontario Securities Commission’s Statement of Priorities for 2020-2021 and the update to the British Columbia Securities Act. This article further outlines the broad view that Canadian regulators have taken on jurisdiction, along with updates on how COVID-19 has impacted the securities landscape.
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In unprecedented move, Canadian pension funds unite to call for greater ESG standards
OrilliaMatters.com
In an unprecedented move, some of Canada’s largest institutional investors have banded together to ask companies for more rigorous disclosures of environmental, social and governance factors, an effort they say is meant to promote more sustainable and inclusive economic growth.
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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.
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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 [email protected]
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Governance Professionals of Canada
21 St. Clair Avenue East - Suite 802
Toronto, ON M4T
(416) 921-5449
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