Governance Report Board of Directors
The Recognition Orders set out by the Canadian Securities Administrators (CSA) provide that IIROC’s governance structure and arrangements must ensure fair, meaningful and diverse representation on its Board of Directors and any committees of the Board, including a reasonable proportion of Independent Directors. IIROC also reviews its governance on an ongoing basis to ensure that there is a proper balance between, and effective representation of, the public interest and the marketplaces, dealers and other entities desiring access to the services provided by IIROC.
All IIROC Directors are responsible for ensuring that IIROC serves the public interest in protecting investors and market integrity, by articulating and ensuring it meets a clear public interest mandate for its regulatory functions.
Seven of IIROC’s 15 Directors are Independent Directors who are not affiliated with an IIROC member. In addition, the Corporate Governance Committee – which is charged with overseeing IIROC’s governance – is made up entirely of Independent Directors.
We also pay close attention to ensuring that the Dealer Directors on the IIROC Board represent a wide range of dealers. Of our five Dealer Directors, three are from independent firms, two of which are based in Western Canada.
We believe that the IIROC Board is uniquely positioned to act in the public interest to protect investors and market integrity and support healthy capital markets across Canada.
As noted above, Paul D. Allison (Chair) is an Industry Director.
Resigned as Industry Directors
(Joined September 2015)
Global Risk Management, Scotiabank
Member of Finance, Audit and Risk Committee
Thomas A. Wittman
(Joined September 2016)
Executive Vice-President of Nasdaq and
Head of Global Trading and Market Services
Member of Human Resources and Pension Committee
As noted above, Catherine Smith (Vice-Chair) is an Independent Director.