Attendance and Remuneration
Our compensation programs reflect best practices
Our model for compensating directors and executives follows best practices for good governance. Directors and executives must own shares, to align their interests with those of other shareholders.
Directors’ Compensation – Fiscal 2018:
|Description of fee (1)||Amount|
|Annual retainer fee (including membership on one committee)||$215,000 ($140,000 in DSUs and $75,000 in cash) (2)|
|Fee for each additional committee membership in excess of one||$15,000|
|Fee for each special Board meeting in excess of five per year||$2,000|
|Fee for each special committee meeting in excess of five per year||$1,500|
Chair retainer fees:
|Chairman of the Board||$425,000 per year ($175,000 in DSUs and $250,000 in cash) (2)(3)|
|Audit and Conduct Review Committee||$50,000 per year|
|Governance and Nominating Committee||$35,000 per year (4)|
|Human Resources Committee||$50,000 per year|
|Risk Review Committee||$50,000 per year|
Directors receive a $20,000 annual travel allowance where their principal residence is (i) 2 or more time zones away from Toronto.; or (ii) across a border from Canada. (5)
(1) We only pay non-employee directors. They are also reimbursed for expenses incurred in the course of carrying out their duties as a director.
(2) Subject to election by directors to take all or a portion of the cash retainer in additional DSUs (Deferred Share Units) or Shares.
(3) Includes the directors’ annual retainer fee and all committee membership fees. The annual retainer fee for the Chairman of the Board was increased from $400,000 to $425,000 effective May 1, 2018.
(4) The annual retainer fee for the Chair of the Governance and Nominating Committee was increased from $25,000 to $35,000 effective May 1, 2018.
(5) The annual travel allowance was increased from $15,000 to $20,000 effective May 1, 2018.