Information Circular - About TELUS
Information Circular - About TELUS
Information Circular - About TELUS
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<strong>Information</strong> about our retired directors<br />
Brian MacNeill retired from the Board, not standing for<br />
re-election at the 2011 annual general meeting. Until his<br />
retirement, Mr. MacNeill was our Audit Committee Chair.<br />
He attended two of two Board meetings and three of three<br />
Audit Committee meetings that were held in 2011 while<br />
he was a member of the Board and the Audit Committee.<br />
As noted on page 8, Ron Triffo is retiring and will not<br />
stand for re-election in 2012 at the Meeting. In 2011, Mr. Triffo<br />
was a member of our Audit Committee. He attended six<br />
of six Board meetings and five of five Audit Committee<br />
meetings in 2011.<br />
22 . <strong>TELUS</strong> 2012 information circular<br />
Maximum number of boards<br />
and interlocking boards<br />
The Corporate Governance Committee has considered the benefit<br />
of adopting limits on the number of boards and interlocking<br />
boards for directors to help ensure director objectivity and<br />
independence, and time availability. The Corporate Governance<br />
Committee is considering adopting a policy in 2012 to formalize<br />
the Company’s expectations in this regard. Currently, the<br />
Corporate Governance Committee assesses these matters on a<br />
case-by-case basis having regard to the specific circumstances.<br />
Directors are required to notify the Corporate Governance<br />
Committee Chair immediately of any significant changes in their<br />
circumstances that may affect their contribution to the <strong>TELUS</strong><br />
Board, and offer their resignation if appropriate. Significant<br />
changes in circumstances could include taking on any new<br />
directorships or a change in employment, residency or citizenship,<br />
geographical location or health. The Corporate Governance<br />
Committee considers whether the significant change in the<br />
director’s circumstances does affect his or her ability to contribute<br />
to the <strong>TELUS</strong> Board and makes a recommendation to the Board<br />
to accept or decline the resignation. In addition, directors are<br />
specifically assessed each year on their ability to devote sufficient<br />
time and attention to <strong>TELUS</strong> matters.