Canadian Directors’ Compensation Practices, 20th Edition

Board composition has changed over time to reflect greater independence of oversight. Close to three-quarters of companies have boards that comprise more than 70 per cent of independent directors.

When it comes to board diversity, there is room for improvement. While the percentage of women directors grew from 10 to 13 per cent since 2010, 37 per cent of firms still have no female directors. Although advancements have been made concerning gender diversity on boards, more work needs to be done in this area. As well, progress needs to be made to increase the representation of visible minorities, people with disabilities, and Aboriginal peoples.

Compensation for directors is rising at a much faster rate than general compensation trends for non-executives, and varies significantly among directors depending upon the size of the company and the industry or sector in which the company is operating. The vast majority of companies pay directors and committee chairs for their committee service. The additional compensation for committee service varies depending on the type of committee and the number of committee meetings held per year.