MONTREAL — Canadian National will undertake new Environmental, Social, and Governance initiatives including a commitment to diversity on its board of directors, limits on the age and tenure of board members and other restrictions, and creation of an Indigenous Advisory Council.
“Over the 25 years since privatization, the company has strived to reflect best practices in board governance and recognizes that those practices have evolved in nature and expanded in scope to include much broader criteria,” CN board chairman Robert Pace said in a press release. “As we set the strategy and governance of CN for the next phase of our growth and stewardship, the Board is seized with the imperative of ensuring its governance practices reflect best-in-class ESG practices.”
Plans for board membership include a target of least 50% of independent directors from a broader range of diverse groups; reduction of the board to 10 independent directors plus the CEO; a 14-year limit to board tenure; lowering of the board retirement age from 75 to 72, and limiting board members to serve on a maximum of three public boards including CN’s. As a result of these changes, five current board members — Don Carty, Maureen Kempston Darkes, Gordon Giffin, Edith Holiday, and Denis Losier — have said they will not stand for reelection.
The indigenous Advisory Council will advise the board and senior management on issues the company or council believe are relevant to the railroad, with membership to be announced before the board’s annual general meeting.
The railroad had previously announced it would begin holding an advisory vote on environmental plans at its shareholder meetings [see “Digest: CN to hold vote on climate plans …,” Trains News Wire, Feb. 12, 2021].
