G-1.02 - Act respecting the governance of state-owned enterprises

Section 15 Disposition versions

2024-05-06

15. The functions of the board of directors also include

(1)  adopting the strategic plan;

(2)  approving the capital plan, the operating plan, the financial statements, the annual management report and the annual budget of the enterprise;

(3)  approving the governance rules of the enterprise;

(4)  approving the code of ethics applicable to the board members and the codes applicable to the officers appointed by the enterprise and to the employees of the enterprise and of the legal persons at least 90% of whose voting shares are held directly or indirectly by the enterprise, subject to a regulation made under sections 3.0.1 and 3.0.2 of the Act respecting the Ministère du Conseil exécutif (chapter M-30);

(5)  approving the expertise and experience profiles to be used in appointing board members;

(6)  approving the criteria for evaluating board members and those applicable to the president and chief executive officer;

(7)  approving the criteria for assessing the performance of the board;

(8)  establishing the policies for management of the risks associated with the conduct of the operations of the enterprise;

(9)  seeing to it that the audit committee exercises its functions properly;

(10)  determining delegations of authority;

(11)  approving, in accordance with the applicable legislative provisions, human resources policies, as well as the standards and scales of remuneration, including, where applicable, a variable pay policy, and other conditions of employment of employees and officers appointed by the enterprise, if such employees and officers are not subject to the Public Service Act (chapter F-3.1.1);

(12)  approving the succession planning program for officers appointed by the enterprise;

(13)  approving the appointment of officers other than the president and chief executive officer, and that of the most senior officer of each wholly-owned subsidiary of the enterprise, if such officers are not subject to the Public Service Act;

(14)  approving human resources policies, as well as the standards and scales of remuneration, including a variable pay policy, if any, and other conditions of employment of the employees and officers of each wholly-owned subsidiary of the enterprise, if such senior officers and employees are not subject to the Public Service Act; and

(15)  in the case of the Agence du revenu du Québec, La Financière agricole du Québec, Investissement Québec, the Régie de l’assurance maladie du Québec, Retraite Québec, Santé Québec, the Société de l’assurance automobile du Québec, the Société des alcools du Québec, the Société des loteries du Québec and the Société québécoise des infrastructures, adopting measures to assess the effectiveness and performance of the enterprise, including benchmarking against similar enterprises; such measures are to be carried out every three years by an independent firm.

2006, c. 59, s. 15; 2008, c. 23, s. 15; 2010, c. 37, s. 104; 2013, c. 23, s. 164; 2020, c. 5, s. 164; 2022, c. 19, s. 9; 2023, c. 34, s. 1035.

2022-06-03

15. The functions of the board of directors also include

(1)  adopting the strategic plan;

(2)  approving the capital plan, the operating plan, the financial statements, the annual management report and the annual budget of the enterprise;

(3)  approving the governance rules of the enterprise;

(4)  approving the code of ethics applicable to the board members and the codes applicable to the officers appointed by the enterprise and to the employees of the enterprise and of the legal persons at least 90% of whose voting shares are held directly or indirectly by the enterprise, subject to a regulation made under sections 3.0.1 and 3.0.2 of the Act respecting the Ministère du Conseil exécutif (chapter M-30);

(5)  approving the expertise and experience profiles to be used in appointing board members;

(6)  approving the criteria for evaluating board members and those applicable to the president and chief executive officer;

(7)  approving the criteria for assessing the performance of the board;

(8)  establishing the policies for management of the risks associated with the conduct of the operations of the enterprise;

(9)  seeing to it that the audit committee exercises its functions properly;

(10)  determining delegations of authority;

(11)  approving, in accordance with the applicable legislative provisions, human resources policies, as well as the standards and scales of remuneration, including, where applicable, a variable pay policy, and other conditions of employment of employees and officers appointed by the enterprise, if such employees and officers are not subject to the Public Service Act (chapter F-3.1.1);

(12)  approving the succession planning program for officers appointed by the enterprise;

(13)  approving the appointment of officers other than the president and chief executive officer, and that of the most senior officer of each wholly-owned subsidiary of the enterprise, if such officers are not subject to the Public Service Act;

(14)  approving human resources policies, as well as the standards and scales of remuneration, including a variable pay policy, if any, and other conditions of employment of the employees and officers of each wholly-owned subsidiary of the enterprise, if such senior officers and employees are not subject to the Public Service Act; and

(15)  in the case of the Agence du revenu du Québec, La Financière agricole du Québec, Investissement Québec, the Régie de l’assurance maladie du Québec, Retraite Québec, the Société de l’assurance automobile du Québec, the Société des alcools du Québec, the Société des loteries du Québec and the Société québécoise des infrastructures, adopting measures to assess the effectiveness and performance of the enterprise, including benchmarking against similar enterprises; such measures are to be carried out every three years by an independent firm.

2006, c. 59, s. 15; 2008, c. 23, s. 15; 2010, c. 37, s. 104; 2013, c. 23, s. 164; 2020, c. 5, s. 164; 2022, c. 19, s. 9.

2020-03-17

15. The functions of the board of directors also include

(1)  adopting the strategic plan;

(2)  approving the capital plan, the operating plan, the financial statements, the annual report and the annual budget of the enterprise;

(3)  approving the governance rules of the enterprise;

(4)  approving the code of ethics applicable to the board members and the codes applicable to the officers appointed by the enterprise and to the employees of the enterprise and of its wholly-owned subsidiaries, subject to a regulation made under sections 3.0.1 and 3.0.2 of the Act respecting the Ministère du Conseil exécutif (chapter M-30);

(5)  approving the expertise and experience profiles to be used in appointing board members;

(6)  approving the criteria for evaluating board members and those applicable to the president and chief executive officer;

(7)  approving the criteria for assessing the performance of the board;

(8)  establishing the policies for management of the risks associated with the conduct of the operations of the enterprise;

(9)  seeing to it that the audit committee exercises its functions properly;

(10)  determining delegations of authority;

(11)  approving, in accordance with the applicable legislative provisions, human resources policies, as well as the standards and scales of remuneration, including, where applicable, a variable pay policy, and other conditions of employment of employees and officers appointed by the enterprise, if such employees and officers are not subject to the Public Service Act (chapter F-3.1.1);

(12)  approving the succession planning program for officers appointed by the enterprise;

(13)  approving the appointment of officers other than the president and chief executive officer, and that of the most senior officer of each wholly-owned subsidiary of the enterprise, if such officers are not subject to the Public Service Act;

(14)  approving human resources policies, as well as the standards and scales of remuneration, including a variable pay policy, if any, and other conditions of employment of the employees and officers of each wholly-owned subsidiary of the enterprise, if such senior officers and employees are not subject to the Public Service Act; and

(15)  in the case of La Financière agricole du Québec, Investissement Québec, the Régie de l’assurance maladie du Québec, the Société de l’assurance automobile du Québec, the Société des alcools du Québec, the Société des loteries du Québec and the Société québécoise des infrastructures, adopting measures to assess the effectiveness and performance of the enterprise, including benchmarking against similar enterprises; such measures are to be carried out every three years by an independent firm.

2006, c. 59, s. 15; 2008, c. 23, s. 15; 2010, c. 37, s. 104; 2013, c. 23, s. 164; 2020, c. 5, s. 164.

2013-11-13

15. The functions of the board of directors also include

(1)  adopting the strategic plan;

(2)  approving the capital plan, the operating plan, the financial statements, the annual report and the annual budget of the enterprise;

(3)  approving the governance rules of the enterprise;

(4)  approving the code of ethics applicable to the board members and the codes applicable to the officers appointed by the enterprise and to the employees of the enterprise and of its wholly-owned subsidiaries, subject to a regulation made under sections 3.0.1 and 3.0.2 of the Act respecting the Ministère du Conseil exécutif (chapter M-30);

(5)  approving the expertise and experience profiles to be used in appointing board members;

(6)  approving the criteria for evaluating board members and those applicable to the president and chief executive officer;

(7)  approving the criteria for assessing the performance of the board;

(8)  establishing the policies for management of the risks associated with the conduct of the operations of the enterprise;

(9)  seeing to it that the audit committee exercises its functions properly;

(10)  determining delegations of authority;

(11)  approving, in accordance with the applicable legislative provisions, human resources policies, as well as the standards and scales of remuneration, including, where applicable, a variable pay policy, and other conditions of employment of employees and officers appointed by the enterprise, if such employees and officers are not subject to the Public Service Act (chapter F-3.1.1);

(12)  approving the succession planning program for officers appointed by the enterprise;

(13)  approving the appointment of officers other than the president and chief executive officer, and that of the most senior officer of each wholly-owned subsidiary of the enterprise, if such officers are not subject to the Public Service Act;

(14)  approving human resources policies, as well as the standards and scales of remuneration, including a variable pay policy, if any, and other conditions of employment of the employees and officers of each wholly-owned subsidiary of the enterprise, if such senior officers and employees are not subject to the Public Service Act; and

(15)  in the case of La Financière agricole du Québec, Investissement Québec, the Régie de l’assurance maladie du Québec, the Société de l’assurance automobile du Québec, the Société des alcools du Québec, the Société des loteries du Québec and the Société québécoise des infrastructures, adopting measures to assess the effectiveness and performance of the enterprise, including benchmarking against similar enterprises; such measures are to be carried out every three years by the Auditor General or, if the Auditor General considers it appropriate and has so informed the board of directors, by an independent firm.

2006, c. 59, s. 15; 2008, c. 23, s. 15; 2010, c. 37, s. 104; 2013, c. 23, s. 164.

2011-04-01

15. The functions of the board of directors also include

(1)  adopting the strategic plan;

(2)  approving the capital plan, the operating plan, the financial statements, the annual report and the annual budget of the enterprise;

(3)  approving the governance rules of the enterprise;

(4)  approving the code of ethics applicable to the board members and the codes applicable to the officers appointed by the enterprise and to the employees of the enterprise and of its wholly-owned subsidiaries, subject to a regulation made under sections 3.0.1 and 3.0.2 of the Act respecting the Ministère du Conseil exécutif (chapter M-30);

(5)  approving the expertise and experience profiles to be used in appointing board members;

(6)  approving the criteria for evaluating board members and those applicable to the president and chief executive officer;

(7)  approving the criteria for assessing the performance of the board;

(8)  establishing the policies for management of the risks associated with the conduct of the operations of the enterprise;

(9)  seeing to it that the audit committee exercises its functions properly;

(10)  determining delegations of authority;

(11)  approving, in accordance with the applicable legislative provisions, human resources policies, as well as the standards and scales of remuneration, including, where applicable, a variable pay policy, and other conditions of employment of employees and officers appointed by the enterprise, if such employees and officers are not subject to the Public Service Act (chapter F-3.1.1);

(12)  approving the succession planning program for officers appointed by the enterprise;

(13)  approving the appointment of officers other than the president and chief executive officer, and that of the most senior officer of each wholly-owned subsidiary of the enterprise, if such officers are not subject to the Public Service Act;

(14)  approving human resources policies, as well as the standards and scales of remuneration, including a variable pay policy, if any, and other conditions of employment of the employees and officers of each wholly-owned subsidiary of the enterprise, if such senior officers and employees are not subject to the Public Service Act; and

(15)  in the case of La Financière agricole du Québec, Investissement Québec, the Régie de l’assurance maladie du Québec, the Société de l’assurance automobile du Québec, the Société des alcools du Québec, the Société des loteries du Québec and the Société immobilière du Québec, adopting measures to assess the effectiveness and performance of the enterprise, including benchmarking against similar enterprises; such measures are to be carried out every three years by the Auditor General or, if the Auditor General considers it appropriate and has so informed the board of directors, by an independent firm.

2006, c. 59, s. 15; 2008, c. 23, s. 15; 2010, c. 37, s. 104.

2008-06-20

15. The functions of the board of directors also include

(1)  adopting the strategic plan;

(2)  approving the capital plan, the operating plan, the financial statements, the annual report and the annual budget of the enterprise;

(3)  approving the governance rules of the enterprise;

(4)  approving the code of ethics applicable to the board members and the codes applicable to the officers appointed by the enterprise and to the employees of the enterprise and of its wholly-owned subsidiaries, subject to a regulation made under sections 3.0.1 and 3.0.2 of the Act respecting the Ministère du Conseil exécutif (chapter M-30);

(5)  approving the expertise and experience profiles to be used in appointing board members;

(6)  approving the criteria for evaluating board members and those applicable to the president and chief executive officer;

(7)  approving the criteria for assessing the performance of the board;

(8)  establishing the policies for management of the risks associated with the conduct of the operations of the enterprise;

(9)  seeing to it that the audit committee exercises its functions properly;

(10)  determining delegations of authority;

(11)  approving, in accordance with the applicable legislative provisions, human resources policies, as well as the standards and scales of remuneration, including, where applicable, a variable pay policy, and other conditions of employment of employees and officers appointed by the enterprise, if such employees and officers are not subject to the Public Service Act (chapter F-3.1.1);

(12)  approving the succession planning program for officers appointed by the enterprise;

(13)  approving the appointment of officers other than the president and chief executive officer, and that of the most senior officer of each wholly-owned subsidiary of the enterprise, if such officers are not subject to the Public Service Act;

(14)  approving human resources policies, as well as the standards and scales of remuneration, including a variable pay policy, if any, and other conditions of employment of the employees and officers of each wholly-owned subsidiary of the enterprise, if such senior officers and employees are not subject to the Public Service Act; and

(15)  in the case of La Financière agricole du Québec, Investissement Québec, the Régie de l’assurance maladie du Québec, the Société de l’assurance automobile du Québec, the Société des alcools du Québec, the Société des loteries du Québec, the Société générale de financement du Québec and the Société immobilière du Québec, adopting measures to assess the effectiveness and performance of the enterprise, including benchmarking against similar enterprises; such measures are to be carried out every three years by the Auditor General or, if the Auditor General considers it appropriate and has so informed the board of directors, by an independent firm.

2006, c. 59, s. 15; 2008, c. 23, s. 15.

2006-12-14

15. The functions of the board of directors also include

(1)  adopting the strategic plan;

(2)  approving the capital plan, the operating plan, the financial statements, the annual report and the annual budget of the enterprise;

(3)  approving the governance rules of the enterprise;

(4)  approving the code of ethics applicable to the board members and the codes applicable to the officers appointed by the enterprise and to the employees of the enterprise and of its wholly-owned subsidiaries, subject to a regulation made under sections 3.0.1 and 3.0.2 of the Act respecting the Ministère du Conseil exécutif (chapter M-30);

(5)  approving the expertise and experience profiles to be used in appointing board members;

(6)  approving the criteria for evaluating board members and those applicable to the president and chief executive officer;

(7)  approving the criteria for assessing the performance of the board;

(8)  establishing the policies for management of the risks associated with the conduct of the operations of the enterprise;

(9)  seeing to it that the audit committee exercises its functions properly;

(10)  determining delegations of authority;

(11)  approving, in accordance with the applicable legislative provisions, human resources policies, as well as the standards and scales of remuneration, including, where applicable, a variable pay policy, and other conditions of employment of employees and officers appointed by the enterprise, if such employees and officers are not subject to the Public Service Act (chapter F-3.1.1);

(12)  approving the succession planning program for officers appointed by the enterprise;

(13)  approving the appointment of officers other than the president and chief executive officer, and that of the most senior officer of each wholly-owned subsidiary of the enterprise, if such officers are not subject to the Public Service Act;

(14)  approving human resources policies, as well as the standards and scales of remuneration, including a variable pay policy, if any, and other conditions of employment of the employees and officers of each wholly-owned subsidiary of the enterprise, if such senior officers and employees are not subject to the Public Service Act; and

(15)  adopting measures to assess the effectiveness and performance of the enterprise, including benchmarking against similar enterprises; such measures are to be carried out every three years by an independent firm.

2006, c. 59, s. 15.