Speakers Biography
Dr. Yvan Allaire
Executive Chair of the Board, Institute for Governance of Private and Public Organizations (IGOPP);
Professor Emeritus, School of Management, Université du Québec à Montréal (UQAM)
A professor of strategy for more than 25 years, Yvan is the co-founder of the strategy-consulting group SÉCOR Inc. From 1996 to 2001, he held the position of Executive Vice President of Bombardier Inc. and from 1999-2001, Chairman of Bombardier Capital. He was the Chair of the Global Council on the Role of Business of the World Economic Forum and is the Executive Chair of the Institute for Governance of Public and Private Organizations (IGOPP). Professor Allaire has published many award-winning articles on strategy and has co-authored several books on strategy and governance.
Dr. Allaire holds a B.Sc. Com (Summa cum laude) and MBA from the Université de Sherbrooke and a Ph.D. from MIT. He is a Fellow of the Royal Society of Canada.
David R. Beatty
Conway Director, Clarkson Centre for Business Ethics and Board Effectiveness, Rotman School of Management, University of Toronto
Over his career, David has served on 38 different boards of directors in Canada, the US, Mexico, Australia and England and been chair of eight public companies. Currently, he serves as chair of Rubicon Minerals (a start-up gold company in Canada) and is on the board of FirstService. He also serves on the boards of privately held Canada Steamship Lines and City Financial (in London).
In the not-for-profit sector, David served for over a decade as Vice Chairman of the Peter F. Drucker Foundation Board. He was the founding managing director of the Canadian Coalition for Good Governance (2003-2008).
In 2013, he was inducted into the Order of Canada the nation’s highest civilian honor and in 1994, he was made an Officer of the Most Excellent Order of the British Empire by Her Majesty Queen Elizabeth II at Buckingham Palace for his services to Papua New Guinea.
Paul Beauregard
Chief Corporate & Strategy Officer and Corporate Secretary, Manitoba Telecom Services Inc., MTS Allstream
Moderating our executive compensation and say-on-pay roundtable, Paul’s legal specialization is in the area of corporate and commercial law and mergers and acquisitions, with a significant emphasis on issues applicable to public companies. Responsible for many of his company’s corporate functions, Paul’s portfolio encompasses legal, corporate security, government relations, strategy & corporate development, regulatory, corporate communications and community investment. In his role he also coordinates and supports the company’s board of directors.
Beverly Behan
Founder and President, Board Advisor, LLC
Bev began working with boards of directors in 1996 and since then has worked with over 140 boards of directors in Canada, the U.S. and around the world on a variety of board effectiveness and CEO succession planning issues. In April 2015, she authored Board and Director Evaluations in the 21st Century for the Conference Board of Canada and is currently undertaking research in the U.S. and Canada on director recruitment and board composition issues. She is the author of Great Companies Deserve Great Boards (Palgrave MacMillan, 2011), ranked #1 on the Globe & Mail’s business best-seller list and named Governance Book of the Year in the United States.
Madeleine Bertrand
Director, Corporate Affairs and ATIP Coordinator, Royal Canadian Mint
Representing a fully commercial, self-financing federal Crown corporation, Madeleine will be one of this sector’s roundtable moderators. She is fully bilingual.
In her position at the Royal Canadian Mint, Madeleine is responsible for managing the corporate secretariat office and functions in the role of assistant corporate secretary. She is also responsible for the administration of the access to information, privacy and Canada’s anti-spam legislation.
Lyne Bouchard
Professor, Faculty of Science and Administration, Université Laval
Lyne has more than twenty years of experience in the business world in both the private and public sectors. A certified board member, she has served and is still serving on several boards, including the Société de l’assurance automobile du Québec and Revenu Québec. She is currently a member of the Commission administrative des regimes de retraite et d’assurances du Québec’s board of directors, which manages the public retirement funds of several public sector employees. She is also professor at the School of Management at Laval University, where she is responsible for the Center of IT Governance.
Carol Buckton
Lead Regional Compliance Officer, Siemens Canada
Carol joined Siemens in 1986 and since then has held a variety of positions. In 2004, under her leadership, the logistics and export control and customs functions were carved out of the finance function and a newly created Trade Logistics Department was formed. In 2010, she assumed responsibility for indirect materials procurement and then 4 months later for the overall SCM (supply chain management) function at Siemens Canada. In this role, she was responsible for combining the logistics, ECC and indirect material functions into the newly created SCM department. In March 2014, Carol assumed the role of Lead Regional Compliance Officer. In this function, she is responsible for all compliance topics including collective action initiatives and data privacy.
Brigitte K Catellier
Corporate Secretary and Head of Governance, HSBC Bank Canada
In April 2014, Brigitte moved from Montréal to Vancouver to join HSBC Bank Canada as Corporate Secretary and Head of Governance. She leads HSBC’s Canadian corporate secretary function and is a member of HSBC’s Global Corporate Secretary Executive Committee and Risk Management Committee. Previously, she was Vice-President, Legal Affairs and Secretary of Astral Media (2004 - 2013), Corporate Secretary of Alimentation Couche-Tard (2004) and Senior General Counsel and Associate Secretary of Canadian National Railway Company (1997-2003). She began her career in private practice at Norton Rose Fulbright, where she specialized in corporate securities for close to ten years, progressing to partner level. During that time, she served as Corporate Secretary for Culinar for three years.
Brigitte obtained her BCL/LLB degrees from McGill University (National Program) in 1988 and was admitted to the Quebec Bar in 1989. She is a Fellow (FCIS) of the Institute of Chartered Secretaries and Administrators (ICSA).
Jean Charest
Partner, McCarthy Tétrault LLP
With a public service career spanning almost 30 years, Jean Charest is one of Canada’s best-known political figures. He was first elected to the House of Commons in 1984. In 1994, he was chosen leader of the federal Progressive Conservative Party, becoming the party’s first French Canadian leader. He held that post until 1998 when he became the leader of the Québec Liberal Party.
Today, Jean Charest is a partner in McCarthy Tétrault’s Montréal office. He provides invaluable expertise to the firm’s clients with his in-depth knowledge and experience with public policy, corporate Canada and international matters. He has been a lecturer on political science at Concordia University, and he remains active in public policy and community activities.
Christopher Chen
National Director, Executive Compensation, Hay Group Limited
A member of Hay Group’s Executive Reward Global Leadership Team, Christopher has worked extensively with private and public sector clients across Canada consulting on all elements of executive compensation, including compensation strategy, competitive pay, incentive plan design and matters of corporate governance. Prior to joining Hay Group, Christopher consulted for another global consulting firm, was a director of Compensation at a chartered bank and practiced human resources law.
With both a business degree and a law degree, Christopher is also a faculty member of The Directors College, a subject matter expert for the Institute of Corporate Directors (ICD) and is a frequent presenter and commentator on compensation issues at professional conferences, national television and in print.
Kirby Chown
Former Ontario Regional Managing Partner, McCarthy Tétrault LLP
Kirby has always had an interest in the retention and advancement of women lawyers. While at McCarthy, she pioneered many innovative programs for women and spoke frequently on issues affecting women lawyers. During her career, she has received many honours including, in 2013, a Lexpert Zenith Award, which celebrates women leaders in the legal profession across Canada.
She is co-author, with Carrie Mandel, of Breaking Through: Tales from the Top Canadian Women General Counsel.
Joan Conley
Senior Vice-President and Corporate Secretary, Nasdaq
As Senior Vice President and Corporate Secretary of Nasdaq, and its global subsidiary organizations, Joan is responsible for the Global Nasdaq Corporate Governance Program. She is also responsible for the Nasdaq Global Ethics and Compliance Program, is Managing Director of the Nasdaq Educational Foundation and is a member of the Nasdaq NLX Ltd. Board of Directors.
Joan is a contributor to NACD publications including the NACD Blue Ribbon Commission reports on Talent Development: A Boardroom Imperative (2013) and Effective Lead Director (2011). In 2008, she received Corporate Secretary Magazine’s award for "The Best Corporate Secretary in an M&A Transaction."
Joan serves on the Board and Audit Committee of two non-profit organizations in Washington, D.C. and mentors several young women. In 2014, she was elected to the SIFMA (Securities Industry and Financial Markets Association) Foundation’s board of directors.
Geoffrey D. Creighton
Principal, In-house Counsel Worldwide (ICW)
Recently-retired Senior Vice-President, General Counsel and Secretary and Chief Compliance Officer at IGM Financial Inc., Geoffrey is the winner of the Canadian Bar Association’s (CBA) 2015 Douglas Miller Award. Prior to joining IGM in 2008, he was a senior corporate partner with Tory’s LLP. His experience includes mergers and acquisitions, complex corporate finance and cross-border securities transactions, litigation and corporate governance.
Geoffrey has managed legal services for numerous large projects involving publicly listed companies in capital markets. In the area of governance, he has drafted mandates and codes of conduct for boards and board committees, advised special committees and dealt with sensitive disclosure issues.
In a volunteer capacity, he has chaired and served on several committees of the Canadian Bar Association and the Ontario Bar Association, and for twenty years was Ontario Editor of the Canadian Bar Review.
Alan Robert Curleigh
Chairman and Member of Audit Committee, PyroGenesis Canada Inc.
Our ethics, risks and integrity roundtable moderator, Alan has a wealth of experience in international contracting having spent his career as a senior executive and Board member of an international engineering contracting company engaged in capital project work. He is the past chair (7 years) of a major federal Crown corporation engaged in international procurement and contracting and is a past Chair of Canada’s largest industry association. As present chair of Pyrogenesis’ board of directors, he is the strategic advisor to the CEO. He also provides strategic advice to Canada’s largest, publicly traded infrastructure construction company, is a visiting faculty member at The Directors College and provides strategic advice to a company engaged in robotic aviation providing unmanned aerial systems.
Gigi Dawe
Principal, Research, Guidance & Support Leader, Corporate Oversight & Governance, Chartered Professional Accountants of Canada
Gigi is a corporate governance thought-leader and educator for companies and individuals responsible for the oversight of organizations. She has extensive knowledge in corporate governance structure and is an authority on board performance, strategy and risk oversight. Corporate boards across Canada turn to Gigi for governance procedures, insights and materials to improve the performance of their directors. She has created and produced public forums, presentations and guidance publications through the Chartered Professional Accountants of Canada.
A leader in corporate governance with a pragmatic and strategic approach, Gigi has been a member of various boards of directors throughout her career. Currently, she is on the advisory board for Women Get on Board and board committees for the International Federations of Accountants (IFAC) and the International Corporate Governance Network (ICGN).
Vincent DeRose
Partner.
Vince DeRose is a Partner and Ottawa Regional Manager of the Defence & Security Industry Group, the Oil & Gas Group and the Electricity Markets Group. His practice includes international trade with a focus on economic sanctions, export and import controls, government procurement, foreign corruption and anti-bribery and controlled goods. He also acts as counsel before Canada’s Federal Court, Federal Court of Appeal, the Canadian International Trade Tribunal, the Ontario Energy Board and the National Energy Board. Vince has been recognized as a leading lawyer in The Canadian Legal Lexpert Directory (Energy – Electricity), The Best Lawyers in Canada® (Energy Regulatory Law), the Who's Who Legal – Canada (Public Procurement) and the Chambers Global – The World's Leading Lawyers for Business (Public Procurement).
Peter Dey
Chair, Paradigm Capital Inc.
Peter Dey is currently the Chairman of Paradigm Capital Inc. He was most recently a partner at Osler, Hoskin & Harcourt LLP specializing in corporate board issues and mergers and acquisitions. Prior to this role, he was Chairman of Morgan Stanley Canada Limited and involved in developing the Canadian investment banking business and the overall strategic direction of Morgan Stanley in Canada.
From 1993 to 1995, Peter chaired The Toronto Stock Exchange Committee on Corporate Governance in Canada that released, in December 1994, the report entitled Where Were the Directors? also known as The Dey Report. The report established standards of corporate governance for Canadian corporations.
Peter also served as Chairman of the Ontario Securities Commission, Canada's representative to the OECD Task Force that developed the 1999 OECD Principles of Corporate Governance.
Sari Diamond
Board Governance Advisor
Sari has a proven track record of facilitating successful corporate transitions by guiding management and directors on how to effectively work with their boards. She began her career with the law firm Burnet, Duckworth & Palmer and over the past 20 years, her experience has included working with companies listed on the TSX, NYSE, NASDAQ and London stock exchanges. Her roles have included Board Governance Advisor at Thomson Reuters, Assistant Corporate Secretary and Compliance Officer at Fairmont Hotels & Resorts, Secretary at Legacy Hotels REIT, and Vice President and Corporate Secretary at TrizecHahn Corporation. Sari served as a director of CSCS from 1998 to 2002.
John T. Dinner
President, John T. Dinner Board Governance Services
Since 1996, John has helped clients across sectors and across Canada achieve their organizational objectives through excellence in board governance. Board members and organizational leaders value John’s insights, practical approach and ability to facilitate needed governance change or transformation. He uses his unique boardroom experience and expertise to help boards to deliver on their accountabilities to promote organizational strength, viability and effectiveness through critical governance processes. His hands-on, in-the-trenches board work have helped develop and refine leading edge governance practices, including board and committee effectiveness evaluations, director recruitment, board education, meeting effectiveness and best practices, information management and decision-making.
John is a founding member of The Directors College (McMaster University), a regular conference presenter and workshop leader, a recipient of Conference Board of Canada’s and Spencer Stuart’s National Award in Governance, a contributor to the Joint Committee on Corporate Governance and a widely published author and media spokesperson on board topics.
Lara Donaldson
Director, Regulatory and Industry Affairs, Computershare
An active member of the Securities Transfer Association of Canada (STAC) Legal and Regulatory Working Group, the Canadian Investor Relations Institute (CIRI) and the Canadian Society of Corporate Secretaries (CSCS), Lara led the development of Computershare’s Notice and Access solution offering. She is also a participating member of the advisory committee set up by the Ontario Securities Commission (OSC) on NI 54-101 changes and implementation, and recently led a committee set up by STAC to review and implement required changes to the STAC Proxy Protocol.
Stéphane Eljarrat
Partner, Davies Ward Phillips & Vineberg LLP
Co-leader of Davies’ investigations & white-collar defence practice, Stéphane has extensive expertise in criminal investigations and proceedings, including search and seizures, production orders, general warrants and wiretaps under the Criminal Code. He provides advice to clients in high-stakes government and regulatory body investigations in complex criminal matters and to both Canadian and foreign corporate clients on internal investigations, both domestic and international, as well as on the design and implementation of compliance programs.
Before joining Davies as a partner, Stéphane worked for the Department of Justice Canada, with the Royal Canadian Mounted Police (Legal Services), the Department of Justice (Tax Litigation Section) and as a federal prosecutor. He also worked for the Department of Legislation and Investigations of the Ministère du Revenu of the Province of Québec (now Agence du revenu du Québec) and for the Ministry of Public Safety.
Andrew Fastow
Former Chief Financial Officer, Enron Corporation
Andrew Fastow graduated from Tufts University in 1983 and after earning his MBA from Northwestern University, joined Continental Illinois National Bank and Trust Company in Chicago. In 1990, he joined Enron and was the company’s Chief Financial Officer when it went under investigation for concealing massive losses in 2001. On October 31, 2002, he was indicted on 78 counts including fraud, money laundering, and conspiracy. Two years later, he pleaded guilty to two counts of wire and securities fraud and struck a deal with federal authorities to become an informant of other former Enron executives in exchange for a reduced sentence.
He completed his sentence in 2011. He currently provides litigation support at a law firm where he consults with Directors and management of public companies on how best to identify potentially critical finance, accounting, compensation and cultural issues. He also lectures at universities and corporations, as well as at conferences for management, corporate directors, attorneys, accountants and certified fraud examiners.
Eleanor Fritz
Director, Compliance & Disclosure, Toronto Stock Exchange (TSX)
Eleanor has been with the TSX for over 20 years, during which she has held various positions involving listed companies from both a regulatory and marketing perspective. She is a member of the Ontario Securities Commission’s Continuous Disclosure Advisory Committee.
She was formerly a member of the Ontario Chapter Executive of the Institute of Corporate Directors (ICD), a director on the National Board of the Canadian Investor Relations Institute (CIRI) and a member of the Sustainability Accounting Standards Board Advisory Council (SASB).
Sara Gelgor
Vice-President, Enterprise Programs and Chief Privacy Officer, Scotiabank
Sara has extensive corporate governance experience and has served as Chief Compliance Officer for ScotiaLife Financial, the Ombudsperson for Scotiabank's Canadian insurance companies and an officer on the boards of directors for Scotia Life Insurance Company, Scotia Insurance Agency Inc. and Scotia General Insurance Company. Today she leads a team responsible for, among other things, anti-bribery/anti-corruption, privacy, ethics and business conduct, outsourcing, regulatory affairs and regulatory compliance management.
She is active in community service and currently sits as one of eight independent directors on Toronto Hydro Corporations’ board of directors, is a member of the Business Board, one of the three Boards of the University of Toronto’s Governing Council and is a member of the Humewood House Advisory Board.
David R Gibbons
Managing Principal, Korn/Ferry
As part of Korn/Ferry’s international's leadership and talent consulting practice, David works with an impressive list of companies in helping them activate their business strategies through their talent. With a focus on the industrial market sector and specializing in executive leadership development and talent strategy, his sector focus is mining, oil/gas, financial services and technology where he has consulted to many of the top firms in these markets.
Previously, he was a partner with The Refinery Leadership Partners Inc. where he worked with clients in Canada, U.S, Mexico, Chile and elsewhere in Latin America selling and delivering large-scale leadership development programs to drive business strategy.
A dedicated educator, Mr. Gibbons also teaches at Simon Fraser University’s Beedie School of Business and the University of British Columbi’s Sauder School of Business.
Catherine Gordon
President and Founder, SimpleLogic Inc.
With over 25 years of experience in communications and publishing, Catherine is one of North America’s first plain language consultants. She has worked with major corporations in the U.S. and Canada, including Merrill Lynch Insurance Group, Nations Funds, BMO Financial Group, Pacific Life Insurance Company, Fidelity Investments (Canada), Fiserv Securities, Inmet Mining, Cameco Corporation, TransCanada Corporation, Yamana Gold, Maple Leaf Foods, Canadian Tire, TIAA-CREF Life, and many more. She is a frequent speaker on the simplification of complex information, an advisor to regulators and industry organizations, and consultant to many public companies in Canada and the U.S.
Mathé Grenier
Director, Leadership & Talent, Hay Group
Based in Hay Group’s Vancouver office, Mathé supports clients across Western Canada. With a focus on board of directors and executive level solutions, she specializes in leadership and organizational transformation, succession planning, leadership development, board effectiveness, executive coaching and strategy facilitation. Marthé works to create alignment, resilience and motivation at all levels to facilitate strategy execution.
Sylvia Groves
President and Creative Director, Governance Studio
The 2014 recipient of CSCS’ Joyce Borden-Reed Distinguished Contribution Award, Sylvia is a consultant, professional speaker and facilitator. She has over 22 years of experience evaluating governance approaches, developing and implementing strategic governance improvements, enhancing disclosure and building stakeholder relationships. She has developed and implemented award-winning and nationally recognized governance programs for, among others, Nexen, a large-cap issuer listed in both Canada and the US, and Canexus, a small-cap Canadian listed income trust.
She created Governance Studio from her award-winning work with one of Canada’s foremost governance leaders. The firm works exclusively with organizations who seek to apply effective governance as a fundamental way to add value. She is the author of AAA+ Minutes and the driving force behind Diversity One – a one-step policy that boards can adopt, to easily and painlessly improve diversity while remaining the driving force in the nomination process.
Paul Gryglewicz
Managing Partner, Global Governance Advisors
As a key member of his firm’s senior leadership team, Paul’s work incorporates leading edge governance practices, mitigates risk and educates key stakeholders on sophisticated compensation systems. He engages with boards and senior management advising them in the areas of executive compensation, human resource strategy and corporate governance. His work incorporates leading edge governance practices, mitigates risk and educates key stakeholders on sophisticated compensation systems, specialized in strategic compensation review and design, risk assessment, incentive performance calibration, board compensation and governance.
Previously he was an associate consultant with one of Canada’s largest independent compensation advisory firms, focused on strategic compensation review and design for a variety of organizations across Canada.
As an instructor at York University, Paul co-designed and teaches the graduate level course “Governance of Executive Compensation and Shareholder Accountability.” He is also an active speaker for professional associations presenting on a wide array of executive compensation and governance related topics.
Merrilee Kiernander
Subsidiary Governance Officer, Royal Bank of Canada
Merrilee oversees the governance of RBC's key OSFI (Office of the Superintendent of Financial Institutions) regulated subsidiaries and non-regulated insurance subsidiaries. She has over 25 years’ experience in the areas of subsidiary governance and corporate compliance and is an experienced corporate secretary. She has been instrumental in the development and implementation of RBC's in-house technological solutions to board performance including board portals, electronic director's guides and board self-assessments.
Gillian Lansdowne
Founder and President, Lansdowne Board Intelligence Inc.
Gillian has over twenty years of experience in the executive search industry and has worked with some of Canada’s largest corporations - both public and private, as well as mid-sized companies, family-owned entities and start-ups. Having worked with senior executives from around the world, Gillian is an expert in the art and science of interviewing and assessing candidates, and aligning their skills and characteristics with the business needs of her clients.
In 2014, Gillian founded Lansdowne Board Intelligence Inc., an advisory firm uniquely dedicated to building competent, effective, diverse and inclusive boards of directors. Gillian’s firm helps organizations of any size and complexity to optimize board composition, find and assess ‘the right’ directors, and implement best in class, merit-based recruiting and assessment practices, which result in stronger and more effective boards.
Richard LeBlanc
Associate Professor, Law, Governance and Ethics, Faculty of Liberal Arts and Professional Studies, York University
An award-winning teacher and researcher, consultant, lawyer and specialist on boards of directors, Richard is also a former recipient of Canada’s Top 40 Under 40™ award, was recently chosen as one of the top five university teachers in Ontario, and has been named to Canadian Who’s Who.
Governments, regulators, industry and shareholder associations have drawn on Professor Leblanc’s expertise and work - known for its independence, rigor and grounding in best practice. Regulators, investors, hedge funds and boards of directors have used his research.
Richard has taught corporate governance at leading universities including Harvard University and is a contributor to Huffington Post Canada, Canadian Business, Listed Magazine, and founded the discussion group on LinkedIn, Boards and Advisors (7,000 members).
Andrew J MacDougall
Partner, Osler, Hoskin & Harcourt LLP
With expertise in corporate governance, executive compensation and shareholder activist matters, Andrew leads the Osler corporate governance practice, advising boards, in-house counsel and others on corporate governance issues, including directors’ duties, director and officer insurance and indemnification, stakeholder engagement and disclosure obligations. His long-standing interest in corporate governance matters is reflected first in his involvement, in 1994, with the Toronto Stock Exchange Committee on Corporate Governance (Dey Committee), then as a member of the Risk Oversight and Governance Board of the Canadian Institute of Chartered Accountants and now as an inaugural fellow of the American College of Governance Counsel.
Andrew also co-chairs Osler’s executive compensation practice and is a leader in shareholder activist matters at Osler, having represented both renowned U.S. activists and corporate clients which have been targeted. He also oversees the annual Osler report on proxy season developments, which includes detailed analysis of disclosure regarding gender diversity on boards and senior management.
Steve Mallory
Founder, Chief Executive Officer and President, Directors Global Insurance Brokers Ltd.
Steve has spent the last 30 years+ in the risk and insurance industry, and has held executive management and leadership positions with two of Canada’s largest insurance brokerages, including in the role of President and CEO. Most recently, he founded Directors Global Insurance Brokers Ltd.
In 2008, Steve was appointed to sit on the board of directors of the Standards Council of Canada, where he was a member of the audit committee and led board risk oversight. In 2012, he was appointed to the board of directors of VIA Rail Canada where he now chairs the governance, risk and strategy committee, and sits on the pension investment committee, and leads board risk oversight among other duties.
Steve has spoken at and has hosted risk and insurance conferences, is regularly quoted in Canadian business magazines, and has written numerous articles and blogs on ERM and Insurance.
Carrie Mandel
Partner, Legal, Compliance and Regulatory Practice
An attorney and member of her firm’s legal, compliance & regulatory practice Carrie leads initiatives for the practice in Canada. She has more than 15 years of executive search experience and leads general counsel, chief compliance officer and other senior in-house legal, compliance and executive searches.
Carrie joined Spencer Stuart from another international executive search firm, where she spent four years as a partner and led the legal and compliance practice for North America. She began her career in search with a boutique firm specializing in legal recruiting. From there, she spent five years as an executive search consultant in the New York office for one of the world’s largest executive search firms.
Carrie is a frequent speaker about issues relating to diversity and women in leadership. She has also written numerous articles on talent management in law and professional services firms, and co-authored, with Kirby Chown, Breaking Through: Tales from the Top Canadian Women General Counsel.
David Masse
Chairman of the Board, Canadian Society of Corporate Secretaries
Our proxy voting roundtable moderator, David Masse, is a lawyer and member of the Bar in Québec, based in Montréal. His areas of practice include corporate and securities law, mergers and acquisitions, and corporate ethics. He recently retired from his role as Senior Legal Counsel and Deputy Corporate Secretary of CGI Group Inc. where he was responsible for that company's corporate secretariat. Prior to CGI, he held a similar position at BCE Inc. David has published numerous articles on subjects ranging from directors' liability and corporate governance to technology law issues.
Catherine McCall
Director of Policy, Canadian Coalition of Good Governance (CCGG)
As CCGG’s director of policy development, Catherine is responsible for identifying governance issues and coordinating research related to governance as well as developing and drafting member policies, submissions, member communications and other documents for consideration by member committees and the board of directors. She also participates in the CCGG board engagement program.
Prior to joining CCGG, she was a principal at Hugessen Consulting. Catherine also has worked as a Vice-President and director of ISS Canada Corp. and as a partner with Fairvest Corporation, ISS’ predecessor firm. Catherine began her career practicing law with large-cap in Toronto. Catherine has written and spoken widely on issues of corporate governance and executive compensation.
Karen McCarthy
Vice-President, Associate General Counsel and Secretary, Royal Bank of Canada
Karen joined RBC in 2004 and assumed more senior roles in the RBC Law Group. She joined Investor Relations in 2010 as Director, Investor Relations and was responsible for the ongoing development and execution of RBC’s investor relations strategy including developing external relationships with investors, analysts and rating agencies.
She was appointed Vice-President, Associate General Counsel and Secretary in September 2014. Karen leads a global team of lawyers, paralegals and governance professionals who provide legal and corporate governance advice to management, the Board of Directors of Royal Bank of Canada and its subsidiaries globally. In her role as Secretary, Karen is accountable for leading the development and implementation of effective corporate governance policies and processes that enhance the ability of the board of the Bank and its subsidiaries to carry out independent oversight of the business and affairs of RBC.
Stuart McKellar
General Counsel, Vice-President Properties, Legal and Corporate Secretary, ATB Financial
Stuart leads ATB’s legal services, facilities & real estate and structured products teams. Included in his portfolio is physical security, OH&S and environment. His creative, service-oriented teams focus on finding and delivering the best possible solutions for their internal partners. He also provides governance support to the ATB Financial Board of Directors and to the Investor Services subsidiaries of ATB.
Stuart has a Bachelor of Arts degree from the University of Calgary and a Bachelor of Laws degree from the University of Alberta. He is a member of the Law Society of Alberta, and was appointed Queen’s Counsel in 2014. Stuart is also a member of the Institute of Corporate Directors (ICD), holding the ICD.D designation. He proudly serves the Christmas Bureau of Edmonton as vice chair of the board of directors and chair of the human resources committee.
Errol Mendes
Professor, Faculty of Law, University of Ottawa
Lawyer, author and professor, Errol has been an advisor and consultant to corporations in Canada and internationally, governments (including the Privy Council Office, Government of Canada), civil society groups and the United Nations. His teaching, research and consulting interests include public law and democratic institutions, constitutional conventions and law, diversity and ethics in the workplace, global governance, public international law (including anti-terrorism laws and policies) and human rights.
Errol is a frequent speaker and media commentator on corporate governance, international trade, business and government ethics, constitutional and human rights topics across Canada and the world and has lectured on these topics in Canada, the U.S., Europe, Asia and Latin America. He has been invited to present numerous briefs to the Parliament of Canada and has acted as an adviser to the government of Canada in these areas.
Julie Moriarty
Vice-President, Training & Communications, The Network
Julie leads product strategies for The Network’s training and communications solutions. She has been helping companies create and maintain effective global ethics and compliance initiatives for more than 15 years. She has spoken in the U.S. and internationally regarding methodologies for embedding company values into the global corporate culture and led teams that assist companies in implementing, managing and evaluating effectiveness of ethics and compliance programs. Julie was formerly a strategic advisor regarding third party due diligence and has held executive-level positions with responsibilities for delivering corporate integrity and training programs around the world.
Jeffrey G Paulson
Vice-President, Corporate Legal Services and Corporate Secretary, Encana Corporation
Jeff is a senior lawyer, public company corporate officer and corporate governance professional with over 20 years of legal and business experience.
With responsibility for the management of Encana’s corporate legal services, Jeff is accountable for the performance and delivery of legal services by a team of lawyers, paralegals and legal assistants. As Corporate Secretary he is responsible for management of board of directors meetings, corporate governance, oversight of Encana's 50+ subsidiary corporations and partnerships, annual general meeting planning and execution, including preparation of the AGM proxy circular, and due diligence management. Jeffrey is an officer or director of most of Encana subsidiaries.
Prior to joining Encana in 2002, he was Senior Corporate Counsel with Alberta Energy Company Ltd., (2001) and Corporate Counsel with SMED International Inc., Corporate Counsel (1997-2001). He began his career in 1992 with Parlee McLaws LLP.
Deborah Polny
Assistant General Counsel, ATB Financial
Deb has been practicing law since 1996. As ATB’s Assistant General Counsel, she provides governance support to the ATB Board and serves as the assistant corporate secretary for their subsidiary corporations.
Deb’s insight into the “behind the scenes” banking and processes has enabled her to provide a unique perspective when analyzing legal issues. She helps lead a talented team of dedicated lawyers who partner with other ATB team members to drive a culture of strong financial performance through the provision of strong legal advice and strategic decision support.
Deb has served as director and chair of the governance committee for Women Building Futures, a non-profit organization aimed at trades training for women.
Gabriel Querry
Associate, Davies Ward Phillips & Vineberg LLP
A member of Davies’ investigations & white collar defense and litigation practice groups, Gabriel, first joined the Montréal office in 2009 as a student. He was hired as an associate upon his call to the Bar. In 2011 and 2012, Gabriel assisted the Honourable Chief Justice Pierre Blais at the Federal Court of Appeal in administrative and tax matters.
Donald Riendeau
Directeur general et fondateur, Institut de la Confiance dans les Organisations (ICO)
Au cours des huit années ayant précédé la création de l’Institut, Me Riendeau a agi en tant qu’avocat et spécialiste dans les domaines de l’éthique et de la gouvernance. Il a accompagné présidents, directeurs généraux et conseils d’administration dans l’élaboration et la mise en place de stratégies de gouvernance et des cadres de gestion en matière d’éthique. Il a également occupé le poste de conseiller à l’éthique auprès de plusieurs organisations privées et publiques, dont la Commission de la Construction du Québec. Plus de 8 000 participants ont assisté à ses formations (Barreau du Québec, l’Ordre des CPA, l’Ordre des pharmaciens, l’Ordre des ingénieurs, la COMAQ, la FQM, l’AQESSS, l’IGOPP, etc.)
Avant de se spécialiser dans les domaines de l’éthique, de la gouvernance et de la confiance, Me Donald Riendeau a agi en tant qu’avocat en droit corporatif au sein du cabinet Leduc Lambert puis en tant que stratège, assistant la direction de grandes organisations canadiennes (Telus, BCE et Québecor).
John Roe
Executive Director and Head of Advisory and Client Services, ISS Corporate Services
Responsible for leading the corporate side of ISS and advising companies with regard to ISS policies, John directs a team of governance and executive compensation experts. He has authored numerous papers and presentations on governance and compensation matters.
John joined ICS from the Corporate Executive Board, where he ran several businesses focused on helping executives make strategic and tactical decisions to solve their most difficult business problems. Before CEB, John spent six years as chief operating officer and chief compliance officer of an SEC-registered institutional investor, where he focused on corporate governance and business practice institutionalization. Prior to CEB, John was an Engagement Manager at McKinsey & Company, served on the White House Staff, was a military officer and designed computers at Compaq.
John holds an MBA (Jones Scholar) from Rice University and a BS in Electrical Engineering.
Deborah Rosati
Corporate Director and Co-founder, Women Get On Board
Deborah is an accomplished corporate director and entrepreneur with more than 25 years of experience in the retail and technology sectors. She is an experienced audit committee chair and leader with expertise in financial & risk management, corporate strategy, strategic financing and corporate governance. She is a frequent speaker on corporate governance, leadership and entrepreneurship.
Currently, Deborah’s corporate engagements are as a corporate director and chair of the audit committee for Sears Canada and her recent appointments to the NexJ Systems’ board of directors and to the Department Audit Committee for Correctional Services Canada. She is also a co-founder of Women Get On Board, a member-based forum that connects and promotes women to corporate boards. Deborah’s community engagements include her alma mater’s Goodman’s School of Business Dean’s Advisory Council and the launch of the Deborah E. Rosati Entrepreneurship Co-op Award.
Stéphane Rousseau
Affiliated Scholar, Stikeman Elliott LLP
Stéphane is an affiliated scholar with Stikeman Elliott and a professor in the Université de Montréal's Faculty of Law where he holds the Chair in Governance and Business Law. Professor Rousseau specializes in corporate law, corporate governance, securities law, and law and economics and teaches capital markets regulation as a visiting professor at Université Paris I – Panthéon-Sorbonne, Université Catholique de Louvain and Université du Luxembourg. He is also an instructor on “Governance in Financial Services” at the Collège des administrateurs de sociétés (Université Laval). He has published many articles and works in his areas of expertise and gives conferences regularly in academic and professional settings in Canada and abroad.
Professor Rousseau also serves as independent director on the board of directors of the Chambre de la sécurité financière and is a member of the disciplinary committee of the Bourse de Montréal.
Amee Sandhu
Power Group Compliance Officer, SNC-Lavalin
Amee is an in-house counsel, compliance officer, project lawyer and commercial operations manager with almost fifteen years of wide ranging experience in assisting clients and business partners pursue and complete major domestic and international proposals, transactions and projects. She has been recognized at all levels, from senior executive through to front line staff, for high-quality legal advice, business leadership, ethics and compliance guidance, contract drafting, negotiation and project management skills. In 2015, Amee successfully completed the TRACE Anti-Bribery Specialist Accreditation (TASA) program and is now accredited by Trace International as a Trace Anti-Bribery Specialist.
Amee is the national chair of the CCCA’s diversity committee, a member of the CBA Anti-Corruption Task Force and an Executive member of Ontario Bar Association’s Chapter of the CCCA.
Bassem Shakeel
Vice-President & Corporate Secretary, Magna International
Bassem joined Magna International in 1999 and has served in a variety of capacities, including assistant secretary and secretary, and has worked on offerings, spin-offs, M&A, regulatory compliance and securities. His legal advice to head office, operating groups and divisions has been in a broad range of areas including public company matters, anti-corruption compliance, corporate / commercial law, multijurisdictional antitrust, tax and global transfer pricing, commercial real estate, insurance, litigation and joint ventures.
He was appointed Corporate Secretary since 2008 and in such role, he supports Magna's board of directors and executive management team in areas such as corporate governance, executive compensation, shareholder engagement, enterprise risk management and regulatory compliance
Bassem also serves as a member of the Ontario Securities Commission’s continuous disclosure advisory committee.
Brendan Sheehan
Managing Director, Corporate Governance, Rivel Research Group
As Managing Director of Corporate Governance at Rivel Research Group, Brendan provides Rivel’s clients detailed insight into the minds of institutional investors. He works with the board and management to gain a sophisticated understanding of complex local and global governance issues and how they relate to voting and investment decisions.
In his previous role at Global Governance Advisors, he specialized in the strategic review, valuation and design of compensation and corporate governance programs that support organizational strategy and objectives, as well as shareholders’ interests.
He was formerly editorial director at NACD Directorship, where he oversaw editorial content for a broad range of publications and website activities. While executive editor of Corporate Secretary Magazine he created the highly successful Corporate Governance Awards – now in its 8th year.
Michelle Tan
Principal, Hugessen Consulting Inc.
Michelle joined Hugessen in August 2013. She is an experienced professional covering a broad range of industries, with a focus on the financial, industrial, and technology sectors. She has expertise on a wide range of corporate governance and compensation topics including equity-based incentive plans, shareholder proposals, and best practice standards, as well as a deep understanding of the shareholder perspective on pay and governance issues.
Before joining Hugessen, Michelle spent 15 years at Institutional Shareholder Services (ISS, formerly Fairvest Corporation), where she was a key player in the analysis of large and small public issuers, development of ISS policy guidelines, as well as shareholder and issuer engagement initiatives for the Canadian market.
John Truzzolino
Managing Director, Business Development, RR Donnelley
John has more than two decades of experience following U.S and Canadian compliance changes, analyzing their impact on financial reporting requirements and developing solutions to help issuers meet the changing regulatory environment. His in-depth experience monitoring evolving global regulations, while working with marketing, business and product development, provide a platform for him to consult with businesses on the best solutions to bridge technology and regulatory requirements. John closely covers the following industry groups and has participated on various panel discussions for the Society of Corporate Governance Professionals, National Institute of Investor Relations (NIRR), Shareholder Services Association (SSA), the Financial Accounting Standards Board (FASB), The American Institute of Certified Public Accountants (AICPA), XBRL-US, XBRL International, Canadian Investor Relations Institute (CIRI) and the Canadian Society of Corporate Secretaries (CSCS).
Anna Tudela
Vice-President, Diversity, Regulatory Affairs and Corporate Secretary, Goldcorp Inc.
Anna has more than 25 years of experience working with public companies in the securities and corporate finance areas, both in the U.S. and Canada. She joined Goldcorp in 2005 and was actively involved in acquisitions and/or mergers. A driving force for diversity, and in particular increasing opportunities for women, she founded Creating Choices a program unique in the global mining industry which recognizes the value in nurturing a culture of diversity within Goldcorp and promoting the advancement of women in particular.
Today, in her role as Vice-President, she leads a team of corporate services coordinators, long-term incentive plan administrators and paralegals and ensures that Goldcorp is in compliance with all securities filing requirements. In her role as Corporate Secretary, she ensures that the board of directors has the proper advice and resources for discharging its fiduciary duty under corporate law, and ensures that all records for Goldcorp and its subsidiaries are in order.
Mary Beth Vitale
CEO and Principal, Pellera, LLC
Mary Beth is a general management executive with 25 years increasingly responsible and visible positions in telecommunications and consumer products industries. She was CEO of Westwind Media, President and COO for publicly traded Rocky Mountain Internet, a corporate officer for AT&T and President for their Western Region, VP of Marketing for US West Communications, VP of Sales for Adolph Coors Company and National Sales Manager for Carnation Food Services. She is now CEO and Principal for Pellera LLC, where she is responsible for all strategic direction, business development and day-to day operations
Mary Beth’s board activities include chairman of the board for Westwind Media, five years on the board of Intrado, sitting on the audit, compensation and corporate governance committees, and thee years with RMI, sitting on the audit committee. She currently serves on two publically traded boards of directors. She is chair of the nominating governance committee and audit committee for CoBiz Financial. She serves as chair of the compensation committee and serves on the audit committee of Zynex, Inc.
Shannon Walker
President, WhistleBlower Security
With a passion for business and ethical workplaces, Shannon founded and is president of WhistleBlower Security. She is committed to enhancing the impact of leadership to shelter organizations from ethical breaches and to improving the ethical business culture of its clients.
Prior to founding WhistleBlower Security Inc., Shannon worked in a number of entrepreneurial environments including public multimedia companies, aftermarket products and operated her own business.
Shannon served on West Vancouver District Council from 2008-2011. She currently sits on the Dr. Peter Aids Foundation and Dr. Peter Housing Society boards of directors and has previously sat on the boards of the West Vancouver Community Centres Society and the West Vancouver Library Foundation. She is a current director of the West Vancouver Community Centres Society (WVCCS) board and serves as a member of their communications committee.
Shannon has a Masters in Communications (Public Relations) from Pepperdine University and B.A (Communications) from Simon Fraser University and attended the Queen’s University Strategic Leadership Program. She is a frequent speaker on ethics in business.
Elizabeth Watson
President, WATSON Advisors Inc.
Elizabeth Watson has over 30 years’ experience as a lawyer and over 10 years advising boards, committees and CEO’s from all sectors on governance and board recruitment issues. Liz works closely with the corporate governance community in Canada and is a sought after speaker and contributor on governance and recruitment issues.
Liz currently serves on the board of St. George's School and previously served as chair of the Choice School for Gifted Children and a director of the Institute of Corporate Directors, the Forum for Women Entrepreneurs, the BC Cancer Foundation, Women in the Lead Inc. and as a member of the Canada's Top 40 Under 40 Advisory Board.
In 2012, Liz was named one of Canada's Most Powerful Women: Top 100 by WXN. She was chosen as one of the inaugural Top 100 Influential Women of British Columbia in 2010 and an Influential Woman in Business (Vancouver) in 2007.
Kevin West
Founder, SkyLaw Professional Corporation
Kevin is a senior corporate and securities lawyer with over 15 years of experience practicing in Toronto, New York and Australia. Kevin has led numerous corporate transactions, including mergers and acquisitions, financings, initial public offerings and joint ventures. He also has significant experience advising companies on corporate governance, disclosure and compliance issues.
Kevin was a partner at Davies Ward Phillips & Vineberg LLP for over 5 years where he had a broad corporate practice and represented a number of foreign companies making acquisitions in Canada. Prior to joining Davies, he practiced with Sullivan & Cromwell LLP in New York and Sydney, Australia for over 5 years and clerked for Justice Binnie at the Supreme Court of Canada from 1998 to 1999.
Kevin founded SkyLaw in 2010, a boutique corporate and securities law firm in Toronto. SkyLaw’s clients range from large public companies to exciting tech start-up companies engaging in sophisticated corporate transactions.
Phyllis Yaffe
Former Chief Executive Officer, Alliance Atlantis Communications Inc.
For the past thirty-three years, Phyllis has been a major player in publishing and television media. She retired from the role of chief executive officer of Alliance Atlantis Communications Inc. in 2007, a position that she held since 2005. She served in a number of strategic positions in film and television in Canada since the 1980s, including chief operating officer of Alliance Atlantis Communications Inc. and chief executive officer of Alliance Atlantis Broadcasting Inc.
She is currently the chair of the board of directors of Cineplex Entertainment and Lead Director on the Board of Torstar Corporation. She is also a member of the board of directors of Astral Media Inc., Lionsgate Entertainment Corporation, Ryerson University, and Baycrest Health Sciences. She served as president of the Canadian Association of Broadcasters for the past ten years and is a board member of the Specialty and Premium Television Association (SPTA). She has served as President and CEO of Showcase and Alliance Atlantis Communications.
Gina Zapras
Subsidiary Governance Officer, Royal Bank of Canada
Gina has over 20 years’ experience in the area of subsidiary governance. In her current role with RBC, she provides corporate secretarial and governance support to regulated and non-regulated boards of RBC’s Canadian capital markets and wealth management subsidiaries and oversees the management of RBC’s global legal entity management database and related reporting.
Gina joined RBC in April 2001. Prior to her employment with RBC, she was the Assistant Corporate Secretary and Manager of Human Resources at Corby Distilleries Limited. Prior to Corby, she worked at CIBC World Markets Inc., in the Corporate Secretary/Compliance Department assisting on corporate secretarial and governance matters.
