Defining the Enbridge Approach to Governance
Enbridge takes a comprehensive approach to governance through a variety of policies, programs and practices involving all employees and up to the Board of Directors. In this interview, Alison Love, Enbridge Vice President, Corporate Secretary and Chief Compliance Officer, discusses the company's approach to maintaining good governance.
What is good governance?
It means that a comprehensive system of stewardship and accountability is in place and functioning among the directors, management and employees of the company. And it involves following policies and practices that reduce risk and are seen by investors as demonstrating best practices.
What are some best practices?
Well, they're practices that have been developed over the past two decades. Some examples include keeping the jobs of the chair of the Board and the CEO separate, openly disclosing compensation and human resource policies, maintaining the independence of directors and promoting an ethical, law-abiding corporate culture. If a company has all or most of these elements — which we do at Enbridge — it's considered to have good governance.
Why do you think good governance is important to Enbridge?
Good corporate governance is good business. It also enhances the reputation of the organization. It's important to meet the requirements of the Canadian and U.S. stock and securities regulators as well as to attract institutional investors. And in our case, institutional investors hold about three-quarters of Enbridge's shares.
What are some elements that characterize Enbridge's approach?
In addition to the practices I've just mentioned, we've established a comprehensive work plan to ensure the Board covers the important issues. We have also developed very clear terms of reference for the Board and its four standing committees — one of which is dedicated to CSR issues.
What was done in 2009 to enhance governance?
One of our achievements was to make it easier to review and sign off on Enbridge's Statement of Business Conduct. This statement is intended to provide clear guidelines respecting Enbridge's standards and expectations for ethics, integrity, accountability and social responsibility. These guidelines are the foundation of all our business activities. Each year we require all our directors and employees to state that they comply with the statement. In the past, this has involved a paper review process. In 2009, we introduced an electronic procedure for signoff. And in 2010, we've provided more online training to employees to raise awareness about the guidelines.
Where do you see governance at Enbridge evolving?
Good corporate governance will continue to respond to issues. In 2009, we received three shareholder proposals requesting more information on our company's spill performance and the environmental impacts of the Enbridge Northern Gateway pipeline project, and that we adopt a non-binding, advisory shareholders' vote on executive compensation. In 2010, we worked with the proponents of those proposals to address and respond to those issues.
Has Enbridge received recognition for governance practices?
Enbridge's record of corporate governance is well recognized. In their latest survey in 2010, Governance Metrics International, a corporate governance research and ratings agency, rated Enbridge 10 out of a possible 10 in a survey of approximately 4,200 companies. We were one of only 42 companies to receive this ranking.