Board Governance Committee (BGC) Meeting Minutes 27 September 2012

BGC Attendees: Cherine Chalaby (CC), Bill Graham (BG), Ram Mohan (RM), Mike Silber (MS), Bruce Tonkin (BT)

Other Board member Attendees: Fadi Chehadé, President and CEO

Apologies: Ray Plzak and R. Ramaraj

Staff member Attendees: John Jeffrey (JJ), General Counsel and Secretary; Amy Stathos (AS)

---

The following is a summary of discussion, actions taken and actions identified:

1. Nominating Committee Chair and Chair-Elect – The BGC discussed the interview results from the interviews with candidates for the Nominating Committee (NomCom) Chair and Chair-Elect. After significant discussion, the BGC identified candidates to recommend to the Board for approval.

   1. Actions:

      1. Staff to ask candidates to complete a Statement of Interest Form.

      2. Staff to include approval of BGC recommendation on Agenda for Board meeting on 3 October 2012.

2. NomCom Processes – The BGC also held a brief discussion about NomCom processes and discussed looking at developing additional guidelines for the NomCom, as well as conducting a survey of the current NomCom members about process.

   1. Actions:

      1. Staff to revise and circulate document relating to developing guidelines and survey.

      2. Staff to finalize survey and launch it to the current NomCom members.