Board commissions and committees

The Board creates committees and commissions and sets out their mandates in order to support and streamline its guidance, planning, monitoring and control activities. These commissions and committees are made up entirely of independent parties. At the end of each meeting, the Board and these commissions and committees hold two closed-door sessions without members of management or observers: one with the President and CEO, and one without them. The composition and mandates for these bodies are reviewed annually. Any work carried out by the commissions and committees is documented in a report, which is presented at the next Board meeting. The commission or committee chair gives Board members a summary of the issues discussed.

The Audit and Inspection Commission (AIC) is established under the Act respecting financial services cooperatives and acts as the audit committee for the Federation's inspection activities. The AIC reviews all financial information, supervises the required reporting activities and plays a lead role in overseeing internal controls for financial disclosure and assessing their accuracy. It has a direct line of communication with the Desjardins Group Monitoring Office, which oversees the internal audit of Desjardins subsidiaries and components and the inspection of Quebec caisses and Caisse Desjardins Ontario Credit Union Inc. It also has a line of communication with the external auditors, should the need arise to discuss or review any issues. The AIC also ensures that Desjardins Group's internal audit function remains independent and adopts the internal audit charter and audit plan.

Members

  • Michel Magnan, Chair
  • Luc Bachand
  • Johanne Charbonneau
  • Francine Côté
  • Jean-François Laporte
  • Richard Villeneuve, Observer
  • Robert St-Aubin, DFS representative
  • Clarence Turgeon, DGIG representative

This commission assists the Board with issues related to Desjardins Group's cooperative and democratic culture as it pertains to our mission and values and their consideration in commercial and management practices and our cultural shift. It ensures effective and efficient implementation of mechanisms for collaboration, participation and liaison with the network.

Members

  • Patricia-Ann Sarrazin-Sullivan, Chair
  • Louis Babineau
  • Philippe Jetté
  • Maryse Lapierre
  • Michel Magnan
  • Paula Parhon
  • Kathleen Bilodeau, Observer

The President and CEO has a standing invitation to the commission.

The Risk Management Commission's main role is to assist the Board with overall strategies and directions for risk management. It ensures the implementation of an integrated risk management framework and standards and policies that establish the rules for accepting, monitoring, managing and reporting the material risks that Desjardins is exposed to. It also monitors compliance with Desjardins Group's risk appetite framework and examines the steps that need to be taken when established limits are exceeded.

Members

  • Elaine Lajeunesse, Chair
  • Jordan Baril-Furino
  • Jean-François Laporte
  • Paula Parhon
  • René Saint-Pierre
  • Eva Maglis, External member for DFS
  • Sonia Corriveau, External member for DGIG
  • Kathleen Bilodeau, Observer
  • Michel Magnan, Observer and Audit and Inspection Commission Chair

The President and CEO has a standing invitation to the commission.

This commission supports the Board in applying and updating Desjardins Group's framework for corporate governance, sustainable development and responsible finance. It monitors best practices and examines guidelines and reports issued by regulatory authorities. It also assists the Board in administering its relationship with management and maintaining its independence. It oversees the performance review program for members of the Board and its commissions and committees, as well as the onboarding and skills development program for Federation directors. In addition, it examines Desjardins Group's Social and Cooperative Responsibility Report and the Climate Action at Desjardins report and recommends their adoption to the Board.

Members

  • Nadine Groulx, Chair
  • Louis Babineau
  • Lisa Baillargeon
  • Maryse Lapierre
  • Denis Latulippe

The President and CEO has a standing invitation to the commission.

The Human Resources Commission supports the Board in its guidance, planning and oversight activities by making recommendations on human resources. This committee also helps the Board with questions about compensation, working conditions, annual objectives and their assessment, and succession planning for the President and CEO.

Members

  • Johanne Charbonneau, Chair
  • Louis Babineau
  • Nadine Groulx
  • Philippe Jetté
  • Elaine Lajeunesse
  • Denis Latulippe
  • Julien Ponce, External member

The President and CEO has a standing invitation to the commission.