In accordance with the Alberta Investment Management Corporation Act, the Board of Directors is responsible for overseeing the management of the business affairs of AIMCo.
All Directors are duly appointed to the Board by the Lieutenant Governor in Council. All Directors are fully independent of management. Directors are required by statute to act honestly and in good faith with a view to the best interests of the Corporation and, as such, are required to exercise due care, diligence and skill, and manage risk appropriately in their oversight of AIMCo. Director appointments are made with the intention of creating a board comprising individuals who, in the aggregate, have a full range of proven skills, knowledge and experience — including sophisticated risk management and investment decision-making and direct investment or operation of large, capital-intensive investments or assets — and have demonstrated significant executive leadership.
The Board of Directors has established four standing committees, which assist the Board in discharging its responsibilities. At every meeting of the Board of Directors, the Board and all committees have in-camera sessions, without management attending.
The Audit Committee
What: financial reporting processes, development and implementation of internal audit and financial control policies, and compliance with said policies and applicable laws and regulations. Also reviews the implementation of AIMCo’s Confidential Reporting Policy.
Who: Richard Bird (Chair), Phyllis Clark, Harold Roozen, Andrea Rosen and Tom Woods.
The Governance Committee
What: policies, processes and procedures that comprise AIMCo’s corporate governance framework, including the determination of Director qualifications and assessing and selecting Director nominees, overseeing terms of reference for the Board of Directors and each Board committee, conducting Board evaluations and generally ensuring the principled, effective continuing operation of the Board of Directors.
Who: Andrea Rosen (Chair), Ross Grieve, Richard Bird, Jim Prieur and Mac Van Wielingen.
The Investment Committee
What: investment activities, risk management and operations of AIMCo and reviews and approves specific real estate, infrastructure and private equity investments over a certain size threshold.
Who: Jim Prieur (Chair) and all other members of the Board.
The Human Resources And Compensation Committee (HRCC)
What: human resources strategy, principles and policies of the Corporation in alignment with corporate objectives, organizational structure, management development and succession, and compensation policies and practices with the support of an external consultant accountable to the HRCC.
Who: Ross Grieve (Chair), Ken Kroner, Helen Kearns, Jim Prieur, Mac Van Wielingen and Jay Vivian.
AIMCo and its Board of Directors recognize and fully support the aims of diversity and inclusion. In assessing Board candidates and selecting nominees for the Board, the Governance Committee will consider diversity of skills, experience, geographic background and gender.
Consistent with the Board’s commitment to gender diversity and greater representation of qualified women on boards, in alignment with the aims of robust board governance, the Board has a policy objective to achieve gender parity.
Director Orientation and Continuing Education
AIMCo provides new Directors with a comprehensive orientation covering their responsibilities and providing background information required to make informed decisions and judgments. New Directors are also provided with comprehensive written materials and access to management for clarification or explanation as required. Because continuing Director education is integral to achieving and maintaining a high standard of corporate governance, all Board meetings include educational components aimed at enhancing their knowledge of the Corporation and industry.
Board Evaluation and Assessment
Facilitated by the Chair, the Board undertakes formal and annual Board assessment reviews using a varied approach, ensuring the ongoing effectiveness of the Board, its Committees and members. These assessments aid the Board in upholding its commitment to best-in-class governance principles.
Standards of Conduct for Directors
The Board of Directors is committed to upholding the highest standards of corporate conduct across all levels of the organization. A number of specific policies have been adopted by the Board that outline acceptable standards of conduct for Directors, including the Director Trading Policy and the Director Conflict of Interest Policy.
Code of Conduct and Ethical Standards
AIMCo has established the Code of Conduct and Ethical Standards for officers and employees, outlining the organization’s expectations regarding conflicts of interest, gifts and entertainment, confidentiality and personal trading. The Code applies to all AIMCo employees, including executive officers, and compliance with it is a condition of employment. All compliance exceptions, if any, are reported to the AIMCo Board of Directors Audit Committee and dealt with as appropriate.
Confidential Reporting Policy
In accordance with governance best practices, AIMCo has an established Confidential Reporting Policy and accompanying reporting service providing all AIMCo employees, service providers and clients with the ability to confidentially report any failure to comply with the Code of Conduct and Ethical Standards.