The annual report summarizes the Institute of Corporate Directors' performance and activities in the 2015-2016 fiscal year. It discusses the ICD's vision, mission, and membership, as well as highlights from the year including a joint message from the Chair and CEO. The report also provides an overview of the ICD's corporate governance structure and board of directors.

1. Annual Report 2016

2. 5JOINT MESSAGE FROM THE CHAIR OF THE BOARD AND
THE CHIEF EXECUTIVE OFFICER
7CORPORATE GOVERNANCE
8OUR BOARD OF DIRECTORS
12OUR 2016 LEADERSHIP TEAM
15YEAR IN REVIEW
18OUR CHAPTER CHAIRS
2
VISION
To be the pre-eminent organization in
Canada for directors in the for-profit,
not-for-profit, and Crown Corporation
sectors.
MISSION
To represent the interests of directors —
to foster excellence in directors
to strengthen the governance and
performance of Canadian corporations
and organizations.

3. The Institute of Corporate Directors is a not-for-profit member
association for directors in Canada. We are the voice of Canadian
directors and boards, providing quality and relevant director
education, advocacy and thought leadership, and current resources
to improve the performance of Canadian directors.
ICD
We have over 11,000 members and a
network of 11 local Chapters coast to
coast. Our vibrant membership includes
seasoned and emerging directors who
currently serve on boards in the for-profit,
not-for-profit, and Crown corporation
sectors. We also welcome C-suite and
senior executives who aspire to serve
on boards.
The ICD offers a forum for dialogue and
engagement on issues and challenges
facing directors, nationally and globally.
We believe that it is through the shared
wisdom and knowledge of our diverse
membership that we can have a lasting
impact on Canadian boards and foster the
highest standard of directorship.
We are a founding member and current
secretariat of the Global Network of
Director Institutes, an international
collaboration of leading membership
organizations that shares expertise in
corporate governance and professional
director development.
ABOUT THIS REPORT
The objective in producing this Annual
Report is to provide members and
stakeholders with an overview of our
performance and activities in the
2015/2016 fiscal year. Our activities are
considered in the context of our strategic
areas of focus.
References to “we,” “our,” and “ICD” in
this report are to the Institute of Corporate
Directors.
3A N N U A L R E P O R T 2 0 1 6

4. We plan to employ novel ways to take
the pulse of the country’s director
community. By better understanding
our members’ priorities, we amplify
the ICD’s influential voice in
Canada, increase the impact of our
constituents and enable them to
be even better leaders.
“
”– GAIL COOK-BENNETT
RAHUL K. BHARDWAJ
4

5. Our work at the Institute of Corporate Directors is defined by the belief that excellence in governance and leadership
will produce better enterprises, better outcomes and, ultimately, a better Canada.
It is only with effective boards and inspired leadership
that our country’s organizations can reach their
full potential. At the ICD, we believe the director
experience should combine new skills and training with
characteristics that include foresight, trustworthiness,
judgment and the ability to engage in constructive
dialogue.
Our initiatives this year have tried to reflect those ideals.
For example, at a time when corporate directors are
facing increasing demands by investors for influence in
the boardroom, our paper “ICD Guidance for Director-
Shareholder Engagement” – as well as a cross-country
event series on emerging audit committee issues -
reinforced the organization’s role as the voice of Canada’s
directors and boards.
With 11 Chapters coast-to-coast, the ICD is a truly
national organization. We are grateful to the hundreds
of volunteers who worked throughout the year to
help bring high quality learning and networking
opportunities to leaders in their communities. In
2016, our Chapter network continued to be one of our
strongest assets.
As we look forward, it is important to recognize the
accomplishments of the past that have contributed to
the ICD’s solid foundation. Milestone achievements
such as the ICD-Rotman DEP Program and our Chapter
network helped establish the ICD as a credible and
important director-focused organization.
Our immediate past-President, Stan Magidson, built on
this foundation to grow our membership beyond 11,000.
During his six-year tenure, ICD introduced a policy
and advocacy function, became a founding member of
the Global Network of Director Institutes (GNDI) and
developed our Annual Conference, the most recent of
which in June, with the strong support of our Calgary
Chapter, welcomed a record number of attendees.
In the year ahead, we intend to keep building upon our
strong foundation by engaging intelligently with our
expanding community from coast to coast. We look
forward to listening to and learning from your insights
and feedback, solidifying relationships and enhancing our
engagement with the ICD’s 11 Chapters.
JOINT MESSAGE FROM THE CHAIR OF THE BOARD
AND THE CHIEF EXECUTIVE OFFICER
5A N N U A L R E P O R T 2 0 1 6

6. We plan to employ novel ways to take the pulse of the country’s
director community. By better understanding our members’
priorities, we amplify the ICD’s influential voice in Canada,
increase the impact of our constituents and enable them to be
even better leaders.
One recurrent comment we hear from directors in all sectors is
the need for greater board education and personal development
to retain a competitive advantage in today’s complicated and
hyper-paced environment. We are responding by increasing
our investment in education and learning, including in our
Not-For-Profit course, our short courses and our suite of online
learning tools such as webinars and video learning series.
We are also expanding the Directors Education Program into
more communities across the country. The DEP, which boasts
more than 4,000 alumni to date, helps directors hone their skills
and acquire the latest thinking and best practices for effective
performance in the boardroom. One of the program’s major
strengths is a flexible curriculum that meets local issues and
challenges. The DEP will soon be available in 11 cities, with the
addition of Ottawa this past spring and the launch of the first
course in St. John’s this fall.
The ICD will also continue to participate in GNDI. At a time
when so many of the challenges before us are global in scale,
from disruptive technologies to government regulation, we will
continue to learn from, and contribute to, global conversations
about board leadership, conducted through the GNDI.
We extend our thanks to the Board of Directors and the staff
who have worked diligently through a year of transition. On
behalf of the entire ICD leadership team, we look forward to
engaging with members over the coming year.
6
RAHUL K. BHARDWAJ, LL.B., ICD.D
President and CEO
Institute of Corporate Directors
At a time when so many of
the challenges before us are
global in scale, from disruptive
technologies to government
regulation, we will continue
to learn from, and contribute
to, global conversations about
board leadership, conducted
through the GNDI.
GAIL COOK-BENNETT, CM, PhD, F.ICD
Chair of the Board
Institute of Corporate Directors
RAHUL K. BHARDWAJ, LL.B., ICD.D
The Board of Directors was very pleased to welcome Rahul
K. Bhardwaj, LL.B, ICD.D, as President and CEO of the
Institute of Corporate Directors, effective July 4, 2016.
We undertook a thorough and competitive search process
with the objective of finding a leader whose vision and
influence can broaden and deepen the impact of our
organization. As an accomplished executive and director
with a successful track record in the business, community
and not-for-profit sectors, it was clear to the Board that
Rahul is such a leader.
A corporate lawyer by training, Rahul most recently
served for nine years as President and CEO of the Toronto
Foundation. He previously served as a Vice-President for
Toronto’s 2008 Olympic Bid. He is currently a Director
of Metrolinx, Rideau Hall Foundation and Community
Foundations of Canada (Past Chair).
He has also previously served as Chair of the 2012 Ontario
Games, Co-Chair of TO2015 IGNITE (Toronto 2015 Pan
Am/Parapan Am Games), among others. His vision for
Canada has made him a popular presenter and speaker
locally, nationally and internationally, particularly on issues
relating to leadership and governance.
The Board is energized by the opportunities ahead for the
ICD and we invite you to join us in welcoming Rahul.
Board of Directors

7. CORPORATE GOVERNANCE
Given our role in the director community, it is important that our
corporate governance structures and our Board adhere to the highest
standards. The ICD National Board of Directors is composed of ICD
members representing all regions of Canada. The directors serving
on the Board are volunteers, with the exception of the ICD President
and CEO.
7
The Board is responsible for the
stewardship of the ICD and for supervising
the management of the business and affairs
of the ICD. In this respect, the Board
acts as the ultimate decision-making
body of the ICD, except with respect to
those matters that must be approved by
members.
BOARD COMMITTEES
The Board has an Audit Committee and
a Governance and Human Resources
Committee. Each Committee has its
particular oversight responsibilities in
relation to the ICD, but all have common
rules of governance and composition,
and common operating principles and
procedures.
BOARD COMPOSITION
Directors on the ICD Board, other than
the CEO, are independent unless the
Governance and Human Resources
Committee otherwise determines that the
inclusion of a non-independent director
would be appropriate. Board diversity is
extremely important for the ICD and we
strive to ensure that our Board is diverse
in terms of gender, ethnicity, age, business
experience, functional expertise, personal
skills, stakeholder perspectives, and
geography.
A N N U A L R E P O R T 2 0 1 6

8. 11,166 455 41010,112 8,834 342
Membership: Total members Membership: Total board member companies
2016 20162015 20152014 2014
OUR BOARD OF DIRECTORS
GAIL COOK-BENNETT2
CM, PhD, F.ICD, (Chair)
Corporate Director
Director since: 2009
Gail Cook-Bennett served as Chair of the
Board of Manulife Financial from 2008 to 2013
and was the first Chair of the Board of the
Canada Pension Plan Investment Board from
1998 to 2008. She currently chairs the Board
of the Institute of Corporate Directors and is
Acting Chair of the Government of Canada
Audit Committee. In addition to her advisory
and not-for- profit roles, her corporate and
Crown directorships since 1978 have included
the Bank of Canada, TD Bank, Petro-Canada,
Enbridge Consumers Gas, Emera, Cadillac
Fairview, Ontario Teachers’ Pension Plan,
Mackenzie Financial and Transcontinental.
She has served on or chaired all major board
committees.
She holds a Ph.D in Economics from the
University of Michigan, beginning her career
as a professor at the University of Toronto.
She has been awarded the Order of Canada,
honorary doctor of laws degrees from Carleton
University and York University, was named
to the top 100 Women in Canada on three
occasions and has been recognized by her
peers as a Fellow of the Institute of Corporate
Directors.
ISABELLE COURVILLE1
Corporate Director
Director since: 2013
Isabelle Courville, an engineer and a lawyer
by training, is Chair of the Board of the
Laurentian Bank of Canada. She is also a
board member of Canadian Pacific Railway,
Veolia Environment and Gecina. Previously,
Ms. Courville was President of Hydro‐Québec
Distribution and President of Hydro Québec
TransÉnergie. Ms. Courville was active for 20
years in the Canadian telecommunications
business. She served as President of Bell
Canada’s Enterprise Group and as President
and Chief Executive Officer of Bell Nordiq
Group.
Isabelle Courville is a three‐time recipient
of Canada’s Most Powerful Women: Top 100
Awards. She received the McGill Management
Achievement Award for her contribution
to the business world and community
involvement and the Ordre des ingénieurs
du Québec awarded her the Prix Hommage
for her exceptional contribution to the
engineering profession.
HON. DAVID L. EMERSON2
PC, OBC
Corporate Director
Director since: 2013
David Emerson is a corporate director and
public policy advisor. Nationally, he has
held senior positions with the Government
of Canada, including Minister of Foreign
Affairs, Minister of Industry and Minister of
International Trade with responsibility for the
Asia Pacific Gateway Initiative and the 2010
Vancouver Olympics. In British Columbia, Mr.
Emerson was the Province’s Deputy Minister of
Finance, Secretary to Treasury Board, Deputy
Minister to the Premier and Secretary to
Cabinet.
His leadership roles included: President
and CEO of Canfor Corporation, President
and CEO of the Vancouver International
Airport Authority, and Chairman and CEO
of Canadian Western Bank. Mr. Emerson is
currently Board Chair of Maple Leaf Foods,
Global Container Terminals and the Asia
Pacific Foundation of Canada. He also serves
on the board of directors of New Gold Inc. Mr.
Emerson is a recipient of the Order of British
Columbia, the Peter Lougheed Award of
Excellence in Public Policy and was named an
Honorary Associate of the Conference Board
of Canada.
8

9. 10,628 9,431 8,009
Total course alumni*
2016 2015 2014
STEPHANIE FELESKY2
CM, ICD.D
Corporate Director
Director since: 2009
Stephanie Felesky is a member of the board
of Canexus Corporation where she chairs
the Human Resource and Compensation
Committee and serves on the Corporate
Governance Committee. She also is the Vice
Chair West Campus Development Trust
as well as the Chair of their Governance
Committee. As well, she is member of the
Calgary Police Commission, chairing the
Governance Committee and additionally
is a member of their Finance and Audit
Committee. Ms. Felesky is also a founding
director of the Calgary Homeless Foundation.
She is a past director of the Canada Lands
Company, Star Choice Communications Ltd,
the United Way of Calgary (Chair), Calgary
Inc., the Calgary Convention Authority
as well as a past member of the Board of
Governors of the University of Calgary (Chair
of the Investment Committee). In 2004,
Ms. Felesky was appointed as a member of
the Order of Canada and in 2009 she was
awarded an Honorary Doctor of Laws from
the University of Calgary. In 2005, she
received the ICD.D designation from the
Institute of Corporate Directors.
HON. GARY ALBERT FILMON2
PC, OC, OM, LL.D, ICD.D
Corporate Director
Director since: 2013
Gary Filmon is a corporate director and public
policy advisor. He is the former Premier of
Manitoba who oversaw increased economic
growth while improving the province’s finances
over his three terms. He is currently Chairman
of the Exchange Income Corporation and a
director of Canadian Natural Resources Ltd.
He has previously served on the boards of MTS
Allstream Inc., Pollard Banknote Ltd., Moffat
Communications Inc., Wellington West Capital
Inc, FWS Holdings Ltd and Arctic Glacier
Income Trust.
He is currently a member of the Board of the
Friends of Upper Fort Garry, an organization
committed to creating a provincial park on
the site of the former fort. He is an officer of
the Order of Canada and a member of the
Order of Manitoba.
JOHN K. F. IRVING2
ICD.D
Irving Group of Companies
Director since: 2012
John Irving has been with the Irving Group
of companies since 1983 including Irving Oil
and J. D. Irving. Currently, he is the President
of Ocean Capital Investments Limited, which
has companies active in a number of business
areas including real estate, radio broadcasting,
construction, and building materials and is a
director of Irving Oil Limited.
John is active in numerous community
activities including the Honourary Colonel
of the 3rd Field Artillery Regiment and has
served as Chair of the Saint John Regional
Hospital Foundation, Chair of the Atlantic
Institute of Market Studies and Chair of
the New Brunswick Museum. Other board
memberships have included the Kings
Landing Historical Settlement and the
Heritage Canada Foundation. In addition he
has held a number of volunteer appointments
with several universities. Mr. Irving has
been recognized for his engagement with
and support of various cultural, heritage and
educational activities.
9A N N U A L R E P O R T 2 0 1 6
*Please note that
the number of
participants in our
education programs
includes individuals
who may have taken
more than
one course.

10. ICD-Rotman Directors Education Program ICD-Rotman NFP Program Short Courses
2016 2016 2016
2015 2015 2015
2014 2014 2014
4,386 2,968 3,274
3,874 2,727 2,830
3,387 2,377 2,245
Total alumni by course
1 0
HON. FRANCES LANKIN1
PC, CM
Senator/Corporate Director
Director since: 2012
Senator Frances Lankin spent more than 10
years as the CEO of United Way Toronto.
She also served as a provincial Minister and
Legislator within the Government of Ontario
for 11 years (1990-2001). She has contributed
to a number of diverse government bodies
and initiatives, including the Security
Intelligence Review Committee, the Blue
Ribbon Committee on Federal Grants and
Contributions, and was Co-Commissioner
of the Commission for the Reform of Social
Assistance in Ontario. She is currently Chair
of the National NewsMedia Council, Board
Director for Hydro One, and Board Director
and Chair of the Social Responsibility
Committee for the Ontario Lottery and
Gaming Corporation. Ms. Lankin has served
on not-for-profit and Crown Corporation
Boards including Metrolinx, Security
Intelligence Review Committee, the Ontario
Hospital Association, the Literary Review of
Canada and the Premier’s Advisory Council on
Government Business Assets. She is a Member
of Privy Council and a Member of the Order
of Canada. Ms. Lankin has received Honorary
Doctorates from Queen’s University, Ryerson
University, and Nipissing University. Ms.
Lankin was appointed to the Senate of Canada
in April of 2016.
STAN MAGIDSON
LL.M., ICD.D
Corporate Director
Director since: 2012
Stan Magidson was the President and CEO
of the Institute of Corporate Directors until
July 1, 2016 and the past Chair of the Global
Network of Director Institutes (GNDI). He is
currently the Chair and CEO of the Alberta
Securities Commission and serves on the
Boards of Directors of Weizmann Canada and
the Canadian Foundation for Governance
Research (CFGR). He was a partner in the
law firm, Osler, Hoskin Harcourt LLP and
is a former director of Junior Achievement,
Southern Alberta. Mr. Magidson is actively
involved in the policy implications of securities
regulation as well as director education.
LUC VILLENEUVE1
FCPA, FCA
Corporate Director
Director since: 2009
A Deloitte partner from 1985 to 2015, Luc
Villeneuve was the firm’s President in Quebec
from 2009 to 2015. Mr. Villeneuve was a
member of the Board of Directors and Vice
Chair of Deloitte Canada from 2007 to 2015.
He is currently a member of several boards
including Université de Montréal, Coop
Carbone, Aliments Ouimet-Cordon Bleu Inc.,
Richard and Edith Strauss Canada Foundation,
Fédération Internationale des Petits Frères,
Montreal Cancer Research Institute, Little
Brothers Canada (Chair) and many others
In 2014-15, he served as a commissioner of
the Quebec Tax Review Commission. In
2006, he became a fellow of the Order des
comptables agréés (FCA) in recognition of
his contributions to the profession and the
community. Mr. Villeneuve is a graduate of the
ICD-Rotman Directors Education Program.

11. 129 87 125
Total course offerings
2016
2015
2014
ICD-Rotman Directors
Education Program
NFP Program Short Courses
Total ICD.D designation holders
3,381
2,929
2,579
1 1
PETER D. WATSON1
MSc, ICD.D
Corporate Director
Director since: 2010
Peter Watson is a corporate director and
business advisor with extensive experience
in risk management, insurance, and
transportation. Mr. Watson is Chairman of
SCM Insurance Services and has held numerous
board positions in publicly traded, private,
public sector and NFP corporations in a number
of industries including insurance, mining, oil
and gas, aviation, technology, and government.
Prior to becoming fully engaged as a corporate
director, Mr. Watson was President and CEO of
Willis Corroon Melling Ltd.
He attended the Executive Management
Program at the Harvard Graduate School of
Business, has lectured at McGill University
and currently lectures at The University of
Alberta School of Business.
JO MARK ZUREL1
FCPA, FCA, ICD.D
Corporate Director
Director since: 2012
Jo Mark Zurel is President of Stonebridge
Capital Inc., a position he has held since 2006,
and is a member of various boards, including
Highland Resources Inc., Newfoundland
Power Inc., Canada Pension Plan Investment
Board, and Major Drilling Group
International Inc. He recently retired as
Chair of Newfoundland Power and is on the
boards of several not-for-profit organizations,
including Chairman of the Atlantic Provinces
Economic Council. Prior to 2006, Mr. Zurel
was Senior Vice President and Chief Financial
Officer of CHC Helicopter Corporation,
where he helped to build it into the largest
helicopter company in the world.
1. Audit Committee
2. Governance Human Resources Committee
A N N U A L R E P O R T 2 0 1 6

12. 1 2
CHRISTIAN BUHAGIAR
Vice President, Education
JOHN DIMOPOULOS
CPA, CGA, PMP
Chief Financial Officer
MATTHEW FORTIER
Vice President, Policy
VICKI JORDAN
Vice President, Marketing and
Member Services
Membership breakdown by Chapter
British Columbia
1,491
Calgary
1,663
Edmonton
706
International
309
Manitoba
433
Maritime
567
Newfoundland Labrador
258
OUR 2016 LEADERSHIP TEAM
2016 was capped off by
the record success of the
National Conference and
Fellowship Awards Gala
in Calgary.

13. A N N U A L R E P O R T 2 0 1 6 1 3
TORONTO
Ontario
3,480
Ottawa
537
Quebec
1,028
Saskatchewan
328
Southwestern Ontario
366
MARK YOUR CALENDARS
JUNE 21-22, 2017

14. 1 4
Our current membership stands
at 11,166. Board member companies
comprise 11% of our membership,
which means that 455 for-profit,
not-for-profit and Crown sector
organizations believe in the
mission and are experiencing the
value of the ICD.
“
”

15. In fiscal year 2015/16, the ICD focused on providing our
members with a strong voice on director issues in Canada
and globally, outstanding educational opportunities in the
classroom, through digital learning and at Chapter events
and enhancing our services and resources.
VOICE OF DIRECTORS
2016 was a year in which the ICD significantly increased our
policy and advocacy activity, further positioning ourselves as
the recognized and sought-after voice of directors in Canada
and abroad.
We released the position paper, ICD Guidance for Director-
Shareholder Engagement, wherein the ICD endorsed
investor engagement as an important means of fostering
understanding that can help boards better oversee strong,
innovative and growing companies. This paper addressed
a need identified at the 2015 ICD National Conference for
more engagement, and guidance on how to go about it amid
the debate about the proper role of the board.
In collaboration with CPA Canada and the Canadian Public
Accountability Board (CPAB), the ICD organized a series
of 7 town hall events across the country in 2015-16 to
socialize with directors important emerging issues for audit
committees and to elicit their feedback regarding policy
directions the ICD could take in regard to those issues. These
events yielded important information that formed the basis
of a comment letter to the Canadian Auditing and Assurance
Standards Board in February regarding proposed changes
to auditor reporting. More than 600 ICD members attended
these events.
In 2016, the Canadian Securities Administrators released
final changes to Canada’s takeover bid regime, extending
the minimum tender period on unsolicited bids to 105 days.
The ICD’s advocacy on this issue proved to be influential in
extending the amount of time directors now have to consider
a hostile bid and was a counterbalance to advocates pushing
for only a 90-day extension.
In 2016, the ICD became more engaged in establishing
trusted and productive relationships with various levels of
government across the country, enabling the ICD to bring the
director perspective to bear on a wide-range of government
issues. These activities included dedicated advocacy regarding
the Canada Business Corporations Act and with the Ontario
government, where we advanced our advocacy on director
liability and submitted a comment letter regarding The
Ontario Government’s Expert Panel report, Business Law
Agenda: Priority Findings and Recommendations Report.
In collaboration with our Chapters, the ICD also established
relationships with the new Alberta and Newfoundland and
Labrador governments and we opened dialogue with the new
federal government. In addition, in 2016, the ICD worked on
a series of initiatives involving multiple levels of government
that have led to educational opportunities and public
appointment opportunities for ICD members.
Lastly, in 2016 the ICD continued to convene our three
standing policy committees of renowned governance thinkers,
practitioners and organizational leaders. The Legal, Audit
and Chairs advisory committees are tasked with helping us
identify issues that may not yet be in the national spotlight but
are important to directors and demand ICD leadership. The
feedback from these groups of advisors has been invaluable in
informing us and shaping our advocacy mandate.
YEAR IN REVIEW
A N N U A L R E P O R T 2 0 1 6 1 5
2016

16. GO-TO COMMUNITY FOR DIRECTORS
We continued to experience strong membership growth in
2016. Membership acquisition and engagement plans we
executed resulted in over 2,500 new members joining the ICD.
Our current membership stands at 11,166. Board member
companies comprise 11% of our membership, which means that
455 for-profit, not-for-profit and Crown sector organizations
believe in the mission and are experiencing the value of the ICD.
Our Chapter network is a key reason for the success and growth
of the ICD. As the introductory point for many members,
ensuring strong relations with and between Chapters was a
key focus in 2016. We worked with our Chapters to deliver 11
orientation sessions for 70 new and existing Chapter Executive
Committee members across the country and the Chapter
Chairs’ portal (launched in 2015) was enhanced throughout the
year, with significant resources dedicated to support Chapter
planning and administration.
Chapter events are an integral part of the ICD member
experience. By directors and for directors, these events bring
the most current thinking on important governance and
leadership issues to our engaged membership. A total of 111
Chapter events were held across Canada in 2016 with an
average participant rating of 4.4 out of 5.
In 2016, the ICD focused on refining and enhancing our
information services and resources.
Six editions of the Director Journal were published and a new
digital version of the magazine was introduced to enable better
access for members and cost reductions to the organization.
Content was enhanced to include additional director profiles,
more French language content, and summaries from local
Chapter events across the country.
The Eyes on Governance electronic newsletter was delivered to
members 23 times and banner ads were introduced to highlight
key ICD initiatives.
In 2016, we executed 243 curated research requests through
the ICD BoardInfo service, an increase of 7% over FY15.
In addition, we continued to grow our collection of curated
resources within the ICD Governance Library. A special
information portal for NFP directors was also created, featuring
curated and commissioned tools, templates and resources
specifically designed to aid boards in the not-for-profit sector.
In 2016, the Directors Register received over 300 board search
requests from for-profit and not-for-profit organizations, an
increase of 25% over 2015.
Finally, 2016 was capped off by the extraordinary success of
the National Conference and Fellowship Awards Gala. Held in
Calgary, these events broke attendance records and received
very positive participant and faculty reviews. This success was
directly attributable to the strong collaboration between the
National Office and local Chapter organizers. The theme of
the conference, Leadership in the Boardroom, resonated with
attendees, particularly those experiencing a difficult market in
Alberta and the consistent message from thought leaders that
boards could add leadership value to challenged firms was most
welcome.
QUALITY DIRECTOR EDUCATION
The ICD’s in-class and digital learning is designed to increase
directors’ governance and leadership capacity and last year
we continued to deliver on our objective of delivering quality
education to Canada’s directors.
In 2016, the ICD expanded our flagship Directors Education
Program (DEP) with a sold-out inaugural offering in Ottawa
and we concluded an agreement to bring the program to St.
John’s Newfoundland in the coming year. Additional successful
offerings were also featured in the new markets of Saskatchewan
and Halifax. In order to enhance customer experience and
deliver internal efficiencies, an online DEP application process
was launched and a new customer service survey was instituted
for the ICD.D process to support continual improvement.
Since its launch, 4,386 leaders have taken the DEP and 3,381
have been awarded the ICD.D designation.
National Academic Directors were appointed for each of the
1-Day Short Courses offered by the ICD and, under their
leadership, the curriculum of each course was refreshed. Along
with better promotional coordination with our Chapters and
a purposeful rationalization of the number of courses being
offered in order to scale to demand, we experienced a 16%
average increase in the number of participants in our short
courses.
1 6
243 300 3,20487.5%
321 79
Research requests
received
Resources added
to the website
Chapter events
overall satisfaction
Webinar viewsTotal Board
Postings
Board Placements
Reported
ICD Directors Register ICD BoardInfo Events

17. Recognizing the continuing growth potential of director
education, the ICD hired a Director of Programming and
Event Operations in 2016, enabling the delivery of two new
Video Learning Series (on NFPs and Family Enterprises) and
7 Learning Webinars.
The Family Enterprise Governance Video Learning Series
explored the universe of family-owned business boards and
features interviews and insights from family board members
and advisors about the unique challenges that directors face
in their roles on family enterprise boards.
The Not-For-Profit Video Learning Series explores the role
and authority of the board, and the important work done by
these boards and their directors. Participants in the series
gained knowledge and resources on how to contribute and
add positive value to their NFP boards and their community.
Our seven webinars were developed to deliver timely, regular
and exclusive content on key board issues for our members.
Each webinar featured acknowledged subject matter experts
and covered topics including getting value out of internal
audit, significant change in board risk and the impact on
insurance, crisis management best practice, and shareholder
engagement.
The ICD-Rotman NFP Program remains the go-to program
for executives in the not-for-profit sector and emerging
directors aspiring to serve on NFP boards. Participation in
the course remained strong nationally and the number of
graduates now total 2,968. Of these, 630 were supported by
scholarships granted by the RBC Foundation and TELUS.
In our other education programs, the five one-day short
courses continued to show solid participation nationally.
The learning from these courses is also delivered in the
boardroom through our tailored education programs that
seek to advance directors’ knowledge on specific governance
issues that they or their board may find challenging or where
they want to expand their learning opportunity. Since their
launch in 2011, the ICD has delivered 125 offerings of the five
short courses and tailored programs, with 3,274 participants
to date.
Online learning is an important value offering for our
members and is part of our goal to provide access to diverse
education platforms, be it in the classroom or digital. In
this regard, the ICD launched its inaugural Video Learning
Series with a focus on advisory boards. Complimentary
for members, the series is delivered in four modules that
provide pragmatic learning to serve effectively on advisory
boards and to learn how to better match skills and industry
experience to such opportunities.
INTERNATIONAL REACH AND INFLUENCE
Promoting a global governance dialogue allows ICD
members to gain insight into leading practices and programs
that enhance the capability of directors and drive sustainable
performance. Participating in this dialogue through the
Global Network of Director Institutes (GNDI) also allows
the ICD to discuss Canadian governance with our global
counterparts.
The ICD continued to hold the Chair and Secretariat of
GNDI in 2016. In addition, through our Vice President,
Policy, ICD chaired the Global Policy Committee of GNDI
and stewarded the drafting, international approvals process,
and publication of two policy papers. The first paper, Guiding
Principles for Cybersecurity Oversight, provides boards
around the world with up-to-date thinking on how to prepare
for and oversee cybersecurity issues such as data breaches.
The second paper, Perspectives Paper on Renewing the Board
provides directors with best practices to consider when
renewing the board through changes to its composition.
GNDI also continued to expand with the additions of
Germany, Russia and the Philippines as members. Finally,
the ICD represented Canadian directors at the Executive and
Policy meetings of the GNDI in Sao Paulo, Brazil.
1 7A N N U A L R E P O R T 2 0 1 6
Course Alumni Directors
Education
Program
NFP
Program
Short
Courses
Total ICD.D
designations
awarded
Director Education Course Offerings Breakdown
1,197 15 7 19452
Directors Education
Program
NFP Program
Short Courses
512
241
444

18. 1 8
OUR CHAPTERS CHAIRS 2015-2016
BRITISH COLUMBIA
Fiona Macdonald, MBA, ICD.D
Corporate Director
CALGARY
Art Korpach, MBA, FCA, ICD.D
Corporate Director
EDMONTON
Dave McInnes, LL.B, ICD.D
Counsel, Field LLP
MANITOBA
Brian Hayward, MSc., C.Dir
President, Aldare Resources
MARITIME
David Nunn, CA, ICD.D
CEO CFO, Centennial Group Limited
NEWFOUNDLAND AND LABRADOR
Brian Groves, FCA, FCPA, ICD.D
Partner, Deloitte LLP
ONTARIO
Bryan Held, FCPA, FCA, ICD.D
Corporate Director
OTTAWA
Coralie Lalonde, ICD.D
CEO, Katsura Investments
QUEBEC
André Courville, FCPA, FCA, ICD.D
Corporate Director
SASKATCHEWAN
Irene Boychuk, FCPA, FCA
Partner, EY
SASKATCHEWAN
Anne E. Parker, ICD.D
Corporate Director
SOUTHWESTERN ONTARIO
Kelly Butt, ICD.D
President and CEO, Kelly Butt Consulting
SOUTHWESTERN ONTARIO
Carl Zehr, FCPA, FCGA
Corporate Director