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See the About BCE section for the latest update to the committees of the board.
BCE has established permanent committees of the Board of Directors to permit continuing review in the areas of auditing, pension fund policy, corporate governance and management resources and compensation.
The Audit Committee reviews, reports and, where appropriate, provides recommendations to the Board on: the annual and interim consolidated financial statements and the integrity of the financial reporting of the Corporation; the adequacy of the Corporation's processes for identifying and managing risk; the adequacy of its internal control system; the adequacy of its processes for complying with laws and regulations; the appropriateness of, and compliance with, the policies and practices of the Corporation relating to business ethics; the appointment, terms of engagement and proposed fees of the shareholders' auditor; the appointment and mandate of the internal auditor; the relationship between related entities' audit committees and that of the Corporation; and the relationship between the Audit Committee, other standing committees of the Board of Directors and management. The Audit Committee met six times during 1998.
The Pension Fund Policy Committee (PFPC) advises the Board of Directors on policy with respect to the administration, funding and investment of the Corporation's pension plan and the unitized pooled fund sponsored by the Corporation for the collective investment of the Corporation's pension fund and participating subsidiaries' pension funds (the "Master Fund"). The PFPC also generally oversees the administration and investment policies of the Corporation's pension plan and Master Fund. The PFPC met twice in 1998.
Effective January 27, 1999, the Board of Directors determined to replace the Management Resources and Nominating Committee (the "MRNC") by two separate committees, the Corporate Governance Committee (the "CGC") and the Management Resources and Compensation Committee (the "MRCC").
The Corporate Governance Committee (CGC) reviews, reports and, where appropriate, provides recommendations to the Board on: candidates for election to the Board of Directors and matters of corporate governance including standards of performance for directors, the size of the Board, tenure of directors, performance of directors, directors' remuneration in relation to current compensation practices, structure, responsibility and composition of Board committees and the merits of shareholder proposals. The CGC also undertakes periodic surveys of all directors to allow each director to assess the effectiveness of the Board as well as to appraise his or her own participation on the Board. It reports to the Board periodically on the Board's assessment of its effectiveness. It also assists newly appointed Board members in becoming acquainted with the Corporation and its governance process.
The Management Resources and Compensation Committee (MRCC) reviews, reports and, where appropriate, provides recommendations to the Board on: the appointment of the Chief Executive Officer and other officers; existing management resources and succession plans for officers and other ranks; the performance of the Chief Executive Officer and other officers; the Corporation's executive compensation policy and the compensation of the Chief Executive Officer and other officers; and any proposed major changes in organization or personnel, or to the Corporation's pension and benefit plans.
The predecessor to the CGC and the MRCC, the MRNC, met five times in 1998.
Members of Committees of the Board
| Audit | Pension Fund Policy | Corporate Governance | Management Resources and Compensation |
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J.E. Newall
J. Guillevin Wood B.M. Levitt G. Saint-Pierre |
V.L. Young
D.S. Kaufman J.C. Monty L.R. Wilson |
L.R. Wilson
R.M. Barford J.E. Newall V.L. Young |
R.M. Barford
R.J. Currie G.J. Maier J.H. McArthur |
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