2004 Crown Investments Corporation of Saskatchewan Annual Report

GovernanceSubsidiary Crown Corporation Governance InitiativesCIC’s initiatives in this area are directed atstrengthening the governance, performance andaccountability of its subsidiary Crown corporationboards.The objective is to help the boards fulfilltheir responsibilities for overseeing and directingthe management of Crown corporations.Director DevelopmentSince 1998, CIC has sponsored a comprehensivetraining program for the directors of its subsidiaryCrown corporations. In 2004, CIC delivered oneorientation and two regular training sessions.The orientation session was intended for recentlyappointed directors. It provided an introductionto the role and primary duties of boards and anoverview of best governance practices. Topicsaddressed included: techniques and processesto support effective decision-making; thecharacteristics of high-functioning boards; board,director and CEO evaluation practices; boardrenewal strategies; the legal responsibilities andliabilities of directors; strategic and successionplanning; and a review of corporate governancetrends.The first regular training session focused on bestpractices of boards and ways to enhance board anddirector performance. The second regular sessionaddressed current developments in Canadiancorporate governance standards, and highlightedthe board’s role in promoting an ethical corporateculture.In addition to the orientation and training sessions,CIC distributed several topical publications relatedto corporate governance as part of its Directors’Reading Program.Accountability and TransparencyCIC has developed tools to assist Crown boardsin evaluating and enhancing overall boardperformance, as well as the performance of chairs,committees and individual directors. All Crownboards annually evaluate some aspect of board ordirector performance. The evaluations assist theboards in identifying areas for improvement, gapsin skill sets on the board, and individual or collectiveprofessional development needs.CIC has encouraged the Crowns to improvetheir disclosure and reporting practices in theirannual reports. Since 2002, the Crown boardshave included in the annual report a corporategovernance statement that describes andbenchmarks their governance practices to the TSXCorporate Governance Guidelines.Board RenewalTo perform effectively, boards must have the rightmix of backgrounds and skill sets, as well as anytraining required to augment their capabilities.In 2004, several new directors were appointedto CIC’s subsidiary Crown boards, bringing freshperspectives, diverse backgrounds and newskills to boardroom deliberations. This includedthe appointment of more youth and aboriginalmembers. There is now youth and aboriginalrepresentation on each board.Communicating Shareholder ExpectationsThe open exchange of shareholder expectationsand views with its subsidiary Crown boardsremains a priority for CIC. In 2004, senior CICofficials held four meetings, and the Minister ofCrown Management Board met once, with Crownboard chairs to discuss issues of mutual interest.Subsidiary Crown board chairs continued to submitregular reports to the CIC Board highlighting majorCrown board activities and significant corporateinitiatives and risks.Audit Committees – The New Regulatory RegimeCIC established an Ad Hoc Committee of AuditCommittee Chairs in 2004. The purpose of thecommittee is to review recent governanceand regulatory developments related to auditcommittee functions and auditor oversight, andto recommend adoption of new standards. TheAd Hoc Committee is expected to present itsrecommendations to CIC later in 2005.C I C28