Statement of Corporate Governance Practices 2021-22
Policies Regarding the Representation of Women on the Board and Executive The Corporation has an informal policy or target regarding the representation of women on the Board and in Executive officer positions. SaskEnergy is committed to equality of opportunity and has taken steps to increase the representation of women in management and underrepresented roles within the Corporation. These steps include: proactively identifying talented female individuals for leadership training programs and encouraging them to apply for more senior positions; tracking and reporting on diversity metrics; managing the succession plan process; identifying top talent and implementing formal personal development plans; and, establishing mentorship relationships for women aspiring
to management positions. There are currently four (4) women in Executive management positions, which represents fifty per cent (50%). Six (6) Board members are women, representing fifty per cent (50%) of the Board. This is ahead of the Utility and Oil and Gas Sector general diversity targets for the representation of women on Boards as outlined in the Canadian Securities Administrators (CSA) Multilateral Staff Notice 58-310. The Board Chair is Ms. Susan Barber, Q.C., and the Vice Chair is Ms. Nola Joorisity. The following table illustrates the diversity statistics for the number of women represented on SaskEnergy’s Board of Directors and Executive over the past three (3) fiscal years:
2019-20*
2020-21*
2021-22
Total Positions
# of Women
Total Positions
# of Women
Total Positions
# of Women
%
%
%
Number of Women represented on Board Number of Women represented on Executive Number of Women in Board Leadership Roles (Chair, Vice Chair)
12
7
58
12
7
58
12
6
50
8
3
38
8
3
38
8
4
50
2
2
100
2
2
100
2
2
100
*Data collected from previous Annual Reports.
CEO Assessment, Executive Compensation and Executive Diversity The Human Resources and Safety Committee assesses the CEO’s performance semi-annually against previously approved objectives aligned with the CEO Position Description, Shareholder public policy objectives and the Corporate Plan. The CSA governance guidelines outlines that Executive compensation disclosure should contain detailed formulas and the metrics used for how the Executive performed against those formulas. In the case of SaskEnergy, the mandate for Executive compensation for Saskatchewan Crown corporations is established and monitored by the Owner and CIC. As such, Executive compensation aligns with the guidelines established by CIC. In addition, the Board and senior management conduct their own analysis of what is considered market compensation and provide the information to the Owner. Any adjustments to Executive management compensation must fit within the parameters established by the Owner. The philosophy of offering market-based compensation is applicable throughout the Corporation, from Executive management down: to set performance objectives and
expectations at an individual, departmental and corporate levels, and work toward and measure the achievement of these performance objectives. A fundamental principle in SaskEnergy’s compensation strategy is to provide fair and equitable pay representative of the individual performance with a target at the 50th percentile of the Western Canadian marketplace. The Human Resources and Safety Committee receives and reviews this information, then makes recommendations to the Board respecting CEO and Executive compensation. The CEO’s direct reports, including all Executive members, are required by legislation to file and report to the Clerk of the Saskatchewan Legislative their compensation, benefits, and any changes in compensation. In addition, the Crown and Central Agencies Committee of the Legislative Assembly of Saskatchewan has, by policy, required Crown corporations, including SaskEnergy, to file an annual payee list which includes the total compensation of Executive members. The report is available on CIC’s website at www.cicorp.sk.ca in the News section. The Human Resources and Safety Committee annually reviews the details of these compensation payment reports and reports its review to the Board.
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