Ensuring strong oversight in unprecedented times
The Board provides oversight and guidance on behalf of the Government of Canada, which is Canada Post’s shareholder, on the strategies and related affairs of Canada Post.
The Board of Directors holds management accountable for its business performance and strategic objectives. The Board has two vacancies and nine members, including the President and Chief Executive Officer, all of whom are appointed by the Governor in Council. The Board or its committees met by teleconference 37 times in 2020.
The Board exercises due diligence over:
- strategic initiatives and corporate plans;
- service and operational performance;
- internal control and financial reporting;
- major contracts and investments;
- recruitment of senior officers;
- health and safety, labour and compensation management;
- effective reporting to the shareholder.
Meeting the challenge of a global pandemic
In 2020, as Canada Post faced unprecedented challenges due to the global pandemic, every element of how the Board connects with the Corporation was fundamentally altered. Despite hurdles, the Board and its committees met (by teleconference) more frequently in 2020 than 2019. This ensured continued oversight and that regular due diligence occurred. The Board also transitioned to a new Interim Chair during the year.
Oversight of strategic initiatives
Frequent Board and committee meetings also allowed the Board to oversee strategic initiatives and operational considerations during 2020. For example, Canada Post prepared its next five-year corporate plan, as is required of Crown corporations, and the plan was approved by the Board in 2020. As we develop plans in consultation with our shareholder, we continue to focus on engaging our people, delighting our customers, reinventing our retail model and leveraging our superior network.
Gender balance and diversity
Canada Post recognizes the relationship between gender diversity and corporate performance. The Board currently has four female members, including the Interim Chair, out of the nine current members. The Board is also a reflection of Canada’s diversity. The Board has established an Equality in Employment Policy for the Corporation and regularly reviews its performance in this area.
Independence of the Board
The Corporation has a Statement of Board Values and Board Charter, a document outlining standards of conduct for directors, and a bylaw that requires directors to be independent of management.
The Board holds its regular meetings with the President and Chief Executive Officer as a member and with the President and Chief Executive Officer’s direct reports as invitees. The Board holds in-camera sessions with the President and Chief Executive Officer and with outside directors only. The Audit Committee meets in camera with external and internal auditors. The Board engages independent counsel and advisers as it deems necessary.
Committees of the Board
Additional oversight is accomplished by the Audit Committee, the Environmental, Social and Governance Committee, the Human Resources and Compensation Committee, the Labour Relations Committee and the Pension Committee.
The Board regularly assesses its effectiveness through a self-assessment survey. It has set criteria for desired skills and attributes used to identify potential gaps in succession. Board remuneration complies with guidelines issued by the Privy Council Office.
Alignment and oversight of Canada Post’s subsidiaries ensure consistent governance practices in companies in which Canada Post holds a majority interest.
Governance in principle
Canada Post holds the view that effective organizations require governance practices that are comprehensive but dynamic. Good governance is an essential component in ensuring that the Corporation continues to serve Canadians in an effective and sustainable manner.