Seeking Qualified Candidates for our Board of Directors

Coast Capital is currently seeking and recruiting qualified candidates to run for two positions in the 2023 Board of Directors election. Members wishing to put their name forward for consideration and be voted upon by the membership are encouraged to read the following details and follow the nomination process outlined below.

Why do we need an effective Board?

Your Coast Capital Savings Federal Credit Union (“Coast Capital”) Board of Directors (the “Board”) is elected by you, the members. They are held accountable by law to act in the best interests of Coast Capital and oversee the processes required to ensure the safety of your money and your credit union.

Regulatory compliance within the financial services industry, along with a rapidly changing and competitive financial environment, has led to increased emphasis on the need for an experienced Board of dedicated individuals. As a federal credit union regulated under the Bank Act and by the Office of the Superintendent of Financial Institutions, your Board must collectively have the essential skills and expertise to successfully govern a financial institution with nearly $27 billion in assets under administration.

We look for leaders who share Coast Capital’s values, reflect the diversity of our membership, and have strong business skills and relevant board experience.

Your Board works closely with the management team to guide and strengthen the performance of Coast Capital for the benefit of all members, employees, and the communities we serve.

What’s the Board’s job?

The Board oversees the senior management of Coast Capital by setting important goals and approving the strategic direction of the credit union, holding the CEO accountable for achieving them. To do this effectively on behalf of the membership, the Board:

• fulfills oversight responsibilities by ensuring strong management and policies are in place to manage risk and protect members’ assets;
• provides expert insight to management to guide and approve Coast Capital’s strategic plan. This includes understanding the business, its environment, and its future opportunities and strategies; and
• engages with and reports to our members, our regulator, and other stakeholders.

What’s my role in governance?

As a member/owner of Coast Capital, you have a say in how the credit union is governed by nominating candidates and voting in our annual Directors election and on any resolutions proposed.

An informed and engaged membership is the goal of every credit union and something that sets us apart from other financial institutions.

The Nominations Process

Every year, following the Annual General Meeting (“AGM”), the Board establishes a Governance & Nominations Committee with directors who are not seeking re-election in the upcoming election. This year’s Governance & Nominations Committee is chaired by Christopher Trumpy and includes Charlotte Burke, Nancy McKenzie (Board Vice Chair) and Bob Armstrong (Board Chair) who is a voting ex officio member of the Committee. The Governance & Nominations Committee serves the membership in several important ways:

• determines the skills, business experience, and qualifications needed on the Board to continue providing an effective governing team;
• considers the impact of director renewal on the effectiveness of the Board, including its culture, knowledge, and organizational memory;
• develops an Ideal Director Candidate Description that identifies the skills, experience, and qualifications needed to fill the upcoming vacant positions and circulates it to the membership;
• requests nominations from the membership and seeks out candidates from the community at large who fulfill the needs as identified; and
• identifies and recommends to the membership those candidates who best align with the Ideal Director Candidate Description and the overall needs of the Board. These recommendations are the outcome of the detailed assessment performed on our members’ behalf with assistance from an external governance consultant, and are provided for members to consider when voting.

How many positions are available?

Terms for two independent directors expire at the 2023 Annual General Meeting. The Governance & Nominations Committee is now seeking and recruiting qualified candidates for the upcoming year. Elected positions are for three-year terms, beginning at the end of the 2023 AGM and ending at the 2026 AGM. The Board has a policy that directors may serve a maximum of four consecutive three-year terms (twelve years).

The AGM will be held Thursday, April 27, 2023. The 2023 directors election results will be publicly announced at the AGM and elected individuals will commence their three-year terms as directors at the conclusion of the AGM.

2023 Ideal Director Candidate Description¹

Specific Skills and Experience:

The Board is seeking senior leadership experience in five specific areas for the upcoming year:

1. Small Business/Entrepreneur - either as an owner of a small business or as a leader of a business that services small businesses, has a deep understanding of the perspectives of the small- and medium-sized business community.
2. Regulatory Compliance Experience - has senior level experience dealing with a complex regulatory compliance environment and understands the federal and provincial government public policy and decision-making process, including government relations. A focus in Enterprise Risk Management practices would be considered an asset.
3. Human Resources/Compensation – has played a significant leadership role with respect to human resources strategy and implementation, including culture and compensation.
4. Executive leadership – has senior executive leadership experience in a multi-jurisdictional organization of a similar size and complexity to Coast Capital.
5. Financial Management/Audit/Treasury – has a recognized financial designation or degree with deep experience in corporate financial management (including financial performance management, capital budgeting, capital management, capital markets, treasury, wholesale funding) and/or accounting, audit and internal control matters, with respect to companies similar in complexity to Coast Capital.

It is not expected that an individual would have expertise in each of the above skills but rather focused experience in one area. In combination with in-depth leadership experience in one of the above-noted areas other, skills that would be considered valuable are:

• An understanding of the importance of business responsibility for the impact of their activities on the environment, consumers, members, employees, communities, stakeholders and all other members of the public (through CSR/ Community/Cooperative experience);
• Experience understanding and addressing local community needs.

Diversity

Coast Capital is committed to building a better, more inclusive future. This includes our journey towards reconciliation and becoming an anti-racist organization. We are a participating organization in the Canada 50-30 Challenge, in recognition that those who identify as Indigenous, Black, and People of Colour; women; LGBTQ2S+; and People with disabilities are under-represented in positions of economic influence and leadership, including on corporate boards. Our Board aims to reflect the communities we serve, ensuring representation and inclusion of people from different backgrounds and experiences, while taking into account different diversity dimensions such as gender, age, geography, disability, race, sexual orientation and gender identity or expression as well as the impacts of intersectionality.

During the election cycle we will continue to work to ensure that we have the diversity that enables us to best serve our membership.

Candidate Attributes

Director candidates are expected to have the following attributes:

• Financially literate with the ability to read and understand a set of financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of the issues that can reasonably be expected to be raised in Coast Capital’s financial statements;
• Balances “For Purpose” approach with profit discipline;
• Agile strategic thinker and learner, with high tolerance for ambiguity and changing business dynamics;
• Decisive amidst uncertainty, balancing risks and possibilities; and
• Able to create trusting, empowering relationships with Board colleagues and management.

In addition, alignment with Coast Capital’s defined purpose, vision, mission and strategic imperatives is fundamental.

It is also expected that potential candidates are familiar with the key regulatory environment of a federally regulated financial institution including:

• Office of the Superintendent of Financial Institutions (“OSFI”) Corporate Governance Guidelines
• Financial Consumer Agency of Canada (“FCAC”)
• The Financial Transactions and Reports Analysis Centre of Canada ("FINTRAC")
• The Personal Information Protection and Electronic Documents Act (”PIPEDA”)

How are Candidates Nominated?

All candidates must have a deep understanding of corporate governance and be fully qualified to carry out the responsibilities of overseeing one of Canada’s largest credit unions.