Members of the Boards of Directors
Hydro Ottawa Holding Inc.
 |
 |
 |
 |
| Pierre Richard (Chair), Q.C. |
Mayor Larry O’Brien | Patrick Dion | Shawn Gibbons |
 |
 |
 |
 |
| Councillor Jan Harder | Councillor Peter Hume | John Kelly | Rosemarie Leclair, LL.B. |
 |
 |
 |
|
| Gerald Levitz, C.A. | Ford Ralph | Ken Wigglesworth, C.A. |
Hydro Ottawa Limited
|
 |
 |
 |
| Pierre Richard (Chair), Q.C. |
George Anderson | Councillor Alex Cullen | Manon Harvey, C.A. |
 |
 |
|
|
| Duncan Watt | Allan O. Kupcis | Rosemarie Leclair, LL.B. |
Appointments to the Boards of Directors
The following tables illustrate the attendance of members at meetings of the Boards of Directors and their committees. Committee attendance results include committees involved
in the recruitment and recommendation of candidates for
Executive positions.
HYdro Ottawa Holding Inc.
| Member | Board Meetings |
Committee Meetings |
| Pierre Richard (Chair) | 9/9 |
10/10 |
| Patrick Dion | 8/9 |
4/4 |
| Shawn Gibbons | 9/9 |
6/6 |
| Jan Harder | 7/9 |
-- |
| Peter Hume | 8/9 |
4/4 |
| John Kelly | 9/9 |
4/4 |
| Rosemarie Leclair | 9/9 |
-- |
| Gerald Levitz | 8/9 |
9/9 |
| Larry O'Brien | 3/9 |
-- |
| S. Ford Ralph | 9/9 |
6/6 |
| Ken Wigglesworth | 9/9 |
8/8 |
HYdro Ottawa limited
| Member | Board Meetings |
Committee Meetings |
| Pierre Richard (Chair) | 6/6 |
5/5 |
| George Anderson1 | 2/3 |
-- |
| Alex Cullen2 | -- |
-- |
| Jan Harden3 | 4/6 |
-- |
| Manon Harvey | 6/6 |
7/7 |
| O. Allan Kupcis | 6/6 |
-- |
| Rosemarie Leclair | 6/6 |
-- |
| Lisa Stilborn4 | 1/3 |
-- |
| Duncan Watt | 5/6 |
5/5 |
1 George Anderson was appointed to the Board of Directors effective September 12, 2007.
2 Alex Cullen was appointed to the HOL Board of Directors on December 11, 2007. There were no meetings of the Board of Directors held in 2007 after his appointment.
4 Jan Harder ceased to be a member of the HOL Board of Directors on December 11, 2007.
5 Lisa Stilborn ceased to be a member of the HOL Board of Directors on August 27, 2007.
In accordance with the terms of the Shareholder Declaration, the City of Ottawa appoints all Directors to the Boards except the President and Chief Executive Officer. In doing so, the City considers candidates recommended by the Nominating Committee of the Board of Hydro Ottawa Holding Inc., but is not obliged to select these candidates. The Nominating Committee is required to utilize the services of a recognized recruitment firm to search for candidates for appointment to the Board.
As set out in the Shareholder Declaration, all candidates for appointment to the Boards must meet certain requirements, including demonstrated integrity and high ethical standards, relevant career experience and expertise, and an understanding of the role of Hydro Ottawa both as a service to local ratepayers and an asset of taxpayers.
In addition, the nomination and selection process is designed to maintain a Board that includes the following competencies among one or more directors: strong business background; a strong financial background including financial accreditation; industry sector experience in the areas of business of the Subsidiary companies; strategic planning and corporate stewardship experience; competitive business experience; an awareness of the needs of the Corporation’s customers; public or private market financing experience; and board experience.
Committees
The following committees were created to help the Boards of Directors carry out their duties. The committees meet regularly and provide feedback on their discussions to their respective Boards.
Hydro Ottawa Holding Inc.
Audit: The Audit Committee reviews financial statements, accounting practices and policies, auditing processes and the results of internal and external audits and related matters. It also oversees financial risk management and assesses internal controls. This committee met six times in 2007.
Governance and Compensation: The Governance and Compensation Committee reviews the Corporation’s governance structures and practices to ensure that the Board of Directors can fulfill its mandate. It reviews compensation practices to ensure systems are in place to attract, retain and motivate qualified management personnel. It also reviews and assesses the performance of executive management and oversees the Board Assessment process. This committee met four times
in 2007.
Nominating: The Nominating Committee, with the assistance of outside consultants, identifies and evaluates potential candidates for appointment as Directors. The Nominating Committee makes recommendations to the shareholder (represented by the Council of the City of Ottawa) for the appointment of directors.