Orientation and continuing education
The Governance and Nominating Committee is responsible for orienting and educating new Directors. The orientation program is designed to assist the Directors in understanding Great-West Lifeco’s businesses (and the businesses of its major operating subsidiaries), the role of the Board and Board Committees, and the contributions that individual Directors are expected to make.
Upon joining the Board, all newly elected Directors are provided with a comprehensive orientation that (i) provides them with the information necessary to understand the financial industry and board operations, (ii) provides Great-West Lifeco’s historical background, its current issues and opportunities, and (iii) facilitates a smooth transition for new directors into their roles as Directors. The orientation is designed to provide an understanding of Great-West Lifeco’s structure, culture, and strategy, the nature and operation of its businesses and the role of the Board and Board Committees. New Directors are provided with orientation material that includes:
- the structure of the Board and Board Committees including charters and position descriptions;
- the legal framework of the organization, including By-Laws and Articles of Incorporation;
- the management organization structure;
- current strategic, financial and capital plans;
- the responsibilities of the oversight functions (Actuarial, Compliance, Finance, Internal Audit, and Risk);
- Board-approved policies, including the Code of Conduct and the Insider Trading Policy;
- public disclosure documents including the Annual Report, Management Proxy Circular and Annual Information Form; and
- agendas and minutes for Board and Board Committees for preceding years.
New Directors meet with the heads of each principal business group and corporate function to learn about Great-West Lifeco’s businesses globally. They are also given the opportunity to meet other members of management, the Chair of the Board and the Chairs of Board Committees.
The Governance and Nominating Committee is also responsible for the continuing education and development of Directors. Continuing Director development is designed to provide opportunities for Directors to update their knowledge of regulatory developments, business initiatives, risk and risk management, new products and important matters affecting the Corporation’s operations.
Directors identify their specific continuing education needs in discussion with management, the Board and Board Committees. Committee meeting minutes are also available for directors who are not on the Board Committee. In addition, Board dinner sessions are scheduled along with regularly scheduled Board meetings to serve as additional opportunities for Board business discussions, and further Great-West Lifeco’s governance objectives by strengthening the collegial working relationship among directors and senior management. Directors receive presentations on Great-West Lifeco’s operations throughout the year and continuing education sessions on matters including:
- regulatory developments, governance matters and emerging governance trends; and
- the Corporation’s Risk Appetite Framework and risk management, key business segments, International Financial Reporting Standards (including IFRS 17 – Insurance Contracts), capital management, technology initiatives and cyber security, capital and regulatory changes (including Life Insurance Capital Adequacy Test), and reinsurance.
For prompt dissemination of information to Directors, Great-West Lifeco maintains a secure electronic Board portal that includes a comprehensive library of all Director orientation material and continuing development material, including corporate governance documents, Board and Board Committee meeting minutes, Board and Board Committee Charters and position descriptions, overviews of principal business units and Board-approved policies.
In addition, Directors are provided with reading recommendations, and are encouraged to leverage external educational resources including attending conferences and seminars on relevant topics at Great-West Lifeco’s expense. A sub-set of the Board attends education sessions in the United Kingdom and Ireland.