4.0.6. At least two thirds of the board members, including the chair, must qualify as independent directors in the opinion of the Government.
Board members qualify as independent directors if they have no direct or indirect relationships or interests, for example of a financial, commercial, professional or philanthropic nature, likely to interfere with the quality of their decisions in relation to the interests of the Company.
A board member
(1) who is in the employ of the Company or one of its wholly-owned subsidiaries or having been in such employ in the three years preceding appointment to office,
(2) who is in the employ of the Government or a government agency within the meaning of section 4 of the Auditor General Act (chapter V-5.01), or
(3) whose immediate family member is a senior officer in the Company or any of its subsidiaries
is deemed not to be an independent director.
2006, c. 59, s. 49; 2013, c. 16, s. 108.