Treasury Board of Canada Secretariat
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Guidance for Crown Corporations

The Government of Canada periodically develops guidance for Crown corporations to support sound governance and management practices. Compliance with such guidance is not mandatory, but Crown corporation boards of directors and management are strongly encouraged to review and apply the recommended procedures and best practices appropriate to their situations. This guidance material, developed by Treasury Board Secretariat, the Privy Council Office, the Department of Finance and the Canada School of Public Service, is organized on the website under four broad categories as follows.

Accountability Structure of Crown Corporations

While Crown corporations operate at arm's length from the government, as public institutions, they are ultimately accountable to the government. This guidance category contains materials that explain corporations' accountability relationship with the government as well as within the corporations themselves.  Information is also provided on how accountability is maintained through processes and mechanisms involving planning and reporting, communications and disclosure, and audit and examination.

Building an Effective Board

Building an effective Crown corporation board of directors depends on obtaining members who have the necessary skills and aptitudes appropriate for the organization and enhancing and maintaining these through training. It also requires that directors, once appointed, clearly understand the government's expectations in overseeing the corporation. This guidance category provides information on the board's role in relation to appointments, directors' roles and responsibilities in law and in practice, and some of the training available to directors to enhance and maintain board capacity. Directors are encouraged to seek further clarification from the Crown corporation's enabling legislation, charter and bylaws.

Functioning of an Effective Board

In order to continue functioning effectively, a board of directors should periodically assess board members on their knowledge base, abilities, conduct and commitment to fulfilling their responsibilities. Board members should be aware of their code-of-conduct obligations as part of the government. This category supports the maintenance of effective boards by providing guidance on compensation of board members, values and ethics and conflict of interest, assessing board effectiveness, and indemnification of directors.

Internal Management Oversight

Crown corporation management is responsible for implementing the board-approved corporate plan and effectively supervising day-to-day operations. In order to achieve these objectives, there should be appropriate board oversight of management, and the government's financial management expectations need to be understood. This guidance area covers CEO oversight, including performance management, financial management generally and for specific types of operations, as well as property matters related to Crown lands.