13.10. The functions of the human resources committee include
(1) seeing that human resources policies are put in place;
(2) establishing the expertise and experience profile for the purposes of the appointment of the president and chief executive officer;
(2.1) proposing criteria for evaluating the performance of the president and chief executive officer, and making recommendations to the board of directors with regard to his remuneration;
(3) evaluate the performance of the president and chief executive officer; and
(4) establishing a succession planning program for officers appointed by the Fund.
The human resources committee must produce a report on remuneration annually; the report must disclose the remuneration of the president and chief executive officer, the five most highly remunerated officers who assume or have assumed management responsibilities in the Fund and the five most highly remunerated officers from among all the legal persons at least 90% of whose common shares are held directly or indirectly by the Fund, except those referred to in section 37.1.
For the purposes of the report, the disclosure of the remuneration covers, for each person concerned, the following elements and any corresponding parameters:
(1) the basic remuneration paid;
(2) the variable pay paid, the co-invested amounts granted, and the amounts paid under a long-term profit sharing plan, where applicable;
(3) the signing bonus paid, where applicable;
(4) the contribution to pension plans borne by the Fund for the year concerned;
(5) the other benefits paid or granted, including those related to group insurance and the use of a vehicle, as applicable;
(6) the severance pay paid, where applicable; and
(7) any other element relating to remuneration that is determined by the Minister of Finance.
For the purposes of the second paragraph, the value of the remuneration corresponds to the sum of the elements referred to in subparagraphs 1 to 7 of the third paragraph. Likewise, the severance pay must be disclosed in full in the annual report covering the date of the officer’s departure, regardless of whether payment of the severance pay has been deferred in whole or in part.
The Minister of Finance may specify the scope of the elements and parameters referred to in the third paragraph as well as the form in which they must be presented in the annual report, in particular by publishing a template for that purpose on the website of the Minister’s department.
2004, c. 33, s. 11; 2022, c. 192022, c. 19, s. 8911.