About the Board
The Board has four committees:
The Finance and Audit Committee ensures that Vancouver Airport Authority has a rigorous system of internal controls and financial reporting and is in compliance with applicable laws and regulations related to financial disclosure. This Committee reviews the Financial and Capital Plans and plays a lead role in identifying major business risks and reviewing the Enterprise Risk Management System.
The Governance Committee is responsible for ensuring that our Board’s governance practices enhance corporate performance and that we remain transparent and accountable. It develops a long–term plan for the composition of the Board and annually reviews Vancouver Airport Authority’s stakeholder relationship activities. The Governance Committee also reviews the plans and programs used to ensure that the Airport Authority remains environmentally responsible and in compliance with applicable environmental law and regulation.
The Human Resources and Compensation Committee guides Vancouver Airport Authority’s long-term talent strategy and oversees the human resources and compensation policies, ensuring there is a plan for the development and orderly succession of executives and other key employees. It also assists the Board with its role in the oversight of organizational culture and its alignment with corporate strategy.
The Planning and Development Committee assists the Board in meeting its responsibility for long-range planning including strategic, master and capital plans. It reviews the sustainability case, scope, schedule and budget for major capital projects. It also plays a lead role in identifying strategic risks and opportunities.
In addition, the Board periodically establishes Task Forces to undertake specific assignments.
Our directors are appointed to a three-year term and are eligible for re-appointment for two additional terms for a total of nine years. To balance the need for renewal and continuity, there is a limited exception allowing a director to serve for one additional year if more than two directors retire in a given year.
Our Board currently has 14 directors: nine nominated by nominating entities, five appointed by the Board from the community at large and one seat held by the President & CEO of Vancouver Airport Authority. Our Nominating Entities include:
- Chartered Professional Accountants of British Columbia – 1 director
- City of Richmond – 1 director
- City of Vancouver – 1 director
- Engineers and Geoscientists British Columbia – 1 director
- Government of Canada – 2 directors
- Greater Vancouver Board of Trade – 1 director
- Law Society of British Columbia – 1 director
- Metro Vancouver – 1 director
Except for the President & CEO, all directors are independent. They have no direct or indirect material relationship with Vancouver Airport Authority or its subsidiaries and are independent of management. Our directors are free from any interest, business or other relationship that could, or could reasonably be perceived to, interfere with a director’s ability to exercise independent judgment and act with a view to the best interests of Vancouver Airport Authority.
Each Nominating Entity has its own nomination process. The Nominating Entities may not nominate a person in their employment. In addition, persons holding or nominated for an elected office are ineligible.
Engagement with Nominating Entities and Stakeholders
The Board ensures that Vancouver Airport Authority proactively engages with our Nominating Entities and other stakeholders. To foster positive outreach with the Nominating Entities, nominated directors establish an annual communications plan with their Nominating Entity. The process is set out in of our Board Manual and is reviewed annually by the Governance Committee. This formal process is supplemented with numerous informal communications.
The Governance Committee’s mandate also includes a duty to review stakeholder relations. This includes an annual review of Vancouver Airport Authority’s Communications Policy, relationships with federal and local governments and relations with our neighbouring communities and business partners. Examples of how we account to the community can be found in our Board Manual. Numerous examples of community engagement can be found throughout the 2019 YVR Annual & Sustainability Report, available at yvr.ca/2019.
Board of Directors Diversity and Inclusion Policy