If there's a lesson that can be drawn from increasing public expectations for companies, it's that corporate governance matters. It's a lesson that is taken to heart at Enbridge and throughout all levels of the organization.
"We've long recognized the importance of good corporate governance," says Alison Love, Enbridge Vice President, Corporate Secretary and Chief Compliance Officer. "This is partly because our principal businesses — pipelines and gas distribution and transportation — are heavily regulated at the state, provincial or federal levels. We operate under stakeholder scrutiny and are expected to maintain the highest standards of governance."
At Enbridge, corporate governance means that a comprehensive system of stewardship and accountability is in place among the company's directors, management and employees. Governance starts with the Board, which sets the overall direction for stewardship of the company and approves decisions that affect the company's direction.
"The Board follows a number of best practices," says Love. "For example, we have a well laid out work plan to ensure the Board covers the important issues. Over the course of the year, this will involve the Board reviewing the company's strategic plan, the budget, human resources issues and executive compensation. We also adhere to requirements for director independence as set out by Canadian and U.S. securities regulators."
In 2009, 10 of the company's directors, including the chair, were independent or had no material relationship with the company, other than serving on the Board of Directors. Board members participated on four standing committees, including one devoted to corporate social responsibility. The CSR committee approved Enbridge’s new Neutral Footprint program, and received updates on changing environmental legislation and the company's environment, health and safety performance.
An issue of increasing shareholder attention is executive compensation. In early 2010, Enbridge joined a growing number of Canadian and U.S. companies in adopting a "say on pay" policy. The company will allow shareholders a vote on a non-binding advisory resolution (called "say on pay") on its executive compensation practices at the 2011 annual general meeting.
While governance starts at the top, it's also shared throughout the organization through its Statement on Business Conduct.
"Our values are rooted in the statement, which provides a framework for the company and employees," says Love. "It's a tool that helps guide operations and decisions on a daily business and reflects our commitment to CSR."
First adopted in 1999 and revised several times since then, the statement addresses, among other things, compliance with laws, conflicts of interest, environment and safety, and relationships with stakeholders. In early 2010, to increase awareness of the statement, the company introduced online training for employees. Each year all employees and directors must certify they have completed the online training and complied with the statement.
In 2009, the company also expanded its integrity hotline, which provides an anonymous way for employees to share violations of the statement or policies. Previously limited to financial concerns, the hotline report can now be used to report issues related to assets, environment, health and safety, equal opportunity and respect in the workplace.