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

Section 39 Disposition versions

2022-06-03

39. The annual management report of an enterprise must include

(1)  the remuneration and benefits paid to each member of the board of directors;

(2)  in respect of each of the five most highly remunerated officers of the enterprise and of any person with management responsibilities who does not report directly to the most senior officer and who is more highly remunerated than one of those officers:

(a)  the basic remuneration paid;

(b)  the variable pay paid, where applicable, including under a long-term profit sharing plan;

(c)  the signing bonus paid, where applicable;

(d)  the contribution to pension plans borne by the enterprise for the year concerned;

(e)  the other benefits paid or granted, including those related to group insurance or the use of a vehicle, as applicable; and

(f)  the severance pay paid, where applicable;

(3)  the elements referred to in subparagraphs a to f of subparagraph 2 that concern each of the five most highly remunerated officers of all the legal persons at least 90% of whose voting shares are held directly or indirectly by the enterprise;

(4)  the fees granted to the external auditor under the contract for the audit of the financial statements and, where applicable, those granted for all the other contracts performed by the auditor for the enterprise; and

(5)  any other element or information determined by the Minister responsible for the administration of this Act.

For the purposes of subparagraphs 2 and 3 of the first paragraph, the value of the remuneration corresponds to the sum of the elements referred to in subparagraphs a to f of that subparagraph 2 and of any other elements relating to remuneration that are determined under subparagraph 5 of that paragraph.

In addition, the annual management report must indicate the parameters regulating the remuneration of the persons referred to in subparagraphs 2 and 3 of the first paragraph, in particular the parameters related to the elements listed in subparagraphs a to f of that subparagraph 2.

2006, c. 59, s. 39; 2022, c. 19, s. 22.

2006-12-14

39. The annual report of an enterprise must state

(1)  the remuneration and benefits paid to each board member;

(2)  the remuneration, including variable pay and other benefits, paid to each of the enterprise’s five most highly remunerated officers;

(3)  the remuneration, including variable pay and other benefits, paid to the directors and the five most highly remunerated officers of every wholly-owned subsidiary of the enterprise; and

(4)  the fees paid to the external auditor.

2006, c. 59, s. 39.