Board of Directors
About Aeroplan > Corporate Governance > Directors
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Robert E. Brown
Chairman of Aeroplan GP -
Montreal, Quebec
Robert E. Brown is President and Chief Executive Officer of CAE Inc. (a provider of simulation and modelling technologies as well as an integrated training services for both civil aviation and defence customers). Mr. Brown is a director of CAE Inc., Nortel Networks Corporation and Nortel Networks Limited. He is also on the board of a number of small capital pool companies. He is a director and member of the Governance and Corporate Matters Committee and Human Resources and Compensation Committee of ACE Aviation Holdings Inc., a trustee of Jazz Air Income Fund and was Chairman of Air Canada from 2003 to 2004. Mr. Brown joined Bombardier Inc. in 1987 and was responsible for the Bombardier Aerospace sector from 1990 to 1999. He was President and Chief Executive Officer of Bombardier Inc. (aerospace and transportation) from 1999 to 2002. Mr. Brown also held various senior positions in federal ministries with economic vocations, including the position of Associate Deputy Minister in the Department of Regional Industrial Expansion before joining the private sector.
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Roman Doroniuk
Director of Aeroplan GP -
Toronto, Ontario
Roman Doroniuk is a consultant providing financial and strategic advisory services to a variety of companies in the healthcare, advertising and media industries. He also serves on the board of directors of The Forzani Group Ltd. Mr. Doroniuk was Executive Vice President of Magna International Inc. and Chief Operating Officer of Magna Entertainment Corp. from January 2003 to October 2003, President of Lions Gate Entertainment from October 1998 to April 2000 and Chief Financial Officer of Alliance Communications Corporation from October 1995 to September 1998. Mr. Doroniuk holds a Bachelor of Business Management from Ryerson University and is a Chartered Accountant
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Rupert Duchesne
Director of Aeroplan GP -
Montreal, Quebec
Rupert Duchesne has been President and Chief Executive Officer of Aeroplan since August 2000. Prior to his current position, Mr. Duchesne served as Chief Integration Officer, overseeing the merger of Air Canada and Canadian Airlines International. He has also served Air Canada as Senior Vice President, International and Vice President, Marketing. Prior to joining Air Canada, Mr. Duchesne served as Vice President, Worldwide Aviation Practice for Mercer Management Consultants during the period 1994 to 1996. Mr. Duchesne was Co-owner and Director of LCB Consultants from 1989 to 1994, when the firm was purchased by Mercer. Mr. Duchesne holds a Bachelor of Science (Honours) degree in Pharmacology from the University of Leeds, England and a Masters in Business Administration from Manchester Business School, The University of Manchester, England. Mr. Duchesne is currently a director of Alliance Atlantis Communications Inc. and serves on the Board of Trustees of the Art Gallery of Ontario and the Board of the NeuroScience Canada Partnership and Foundation.
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Joanne Ferstman
Director of Aeroplan GP -
Toronto, Ontario
Joanne Ferstman is Executive Vice President, Corporate Secretary and Chief Financial Officer of Dundee Corporation, and Executive Vice President and Chief Financial Officer of Dundee Wealth Management Inc. She is also Chief Financial Officer of Dundee Realty Corporation and Dundee Wealth Bank. Ms. Ferstman holds a Bachelor of Commerce from McGill University and is a Chartered Accountant.
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John Forzani
Trustee of the Fund -
Calgary, Alberta
John Forzani is the Founder and Chairman of The Forzani Group Ltd. (FGL), Canada's largest sporting goods retailer with sales of over $1 Billion. Prior to that John played professional football with the Calgary Stampeders for seven years. He is also Chairman of the Forzani Group Foundation that together with FGL have raised over $5 Million, helping communities locally and across Canada as well as serving as Chairman of IIC-INTERSPORT International Corporation in Berne, Switzerland, an international buying group and franchisor of over 4,500 sports stores in 28 countries.
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Douglas Port
Director of Aeroplan GP -
Oakville, Ontario
Mr. Port has over 30 years experience in airline transportation, including 11 years as an executive with Air Canada, where he led major portfolios such as Airports, International, Marketing and Sales, Sales and Product Distribution, Corporate Affairs and Government Relations, Corporate Communications, and latterly Customer Service. He also served as Chairman of the Air Transport Association of Canada, Chairman of Galileo Canada (computer reservation system) and Chairman and CEO of Air Canada Vacations.
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Alan Rossy
Director of Aeroplan GP -
Montreal, Quebec
Mr. Alan Rossy is Executive Vice President of Store Operations and a partner of Dollarama L.P., a national chain of dollar stores operating at the 1$ or less price point. A founding family member of Dollarama, Mr. Rossy's responsibilities include merchandising, marketing, advertising and HR consulting.
Mr. Rossy serves on two fundraising boards, The Montreal Children's Hospital Corporate Appeal and Selwyn House School, a private boys' school in Westmount, Quebec. Mr. Rossy graduated in 1985 from McGill University with a Bachelor of Arts (Economics).
AEROPLAN HOLDING GP INC. CHARTER OF THE BOARD OF DIRECTORS
I. PURPOSE
This charter describes the role of the Board of Directors (the "Board") of Aeroplan Holding GP Inc. (the "Corporation"). The Corporation is the general partner of Aeroplan Limited Partnership (the "Partnership") and as such manages its business. The Partnership and the Corporation are owned by ACE Aviation Holdings Inc. ("ACE") and indirectly by public unitholders through an income fund structure.
This charter is subject to the provisions of the Corporation's articles of incorporation and by-laws, a securityholder's agreement dated June 29, 2005 (the "Securityholder's Agreement") and to applicable laws. This charter is not intended to limit, enlarge or change in any way the responsibilities of the Board as determined by such articles, by-laws, the Securityholder's Agreement and applicable laws. Directors are elected or appointed in accordance with the provision of the Securityholder's Agreement and together with those appointed to fill vacancies or appointed as additional directors throughout the year, collectively constitute the Board.
II. ROLE
The Board is responsible for the stewardship of the Corporation and its business and is accountable to its shareholders for the performance of the Corporation.
The Board establishes the overall policies for the Corporation, monitors and evaluates the Corporation's strategic direction, and retains plenary power for those functions not specifically delegated by it to its Committees or to management. Accordingly, in addition to the duties of directors of a Canadian corporation as prescribed by applicable laws, the mandate of the Board is to supervise the management of the business and affairs of the Corporation with a view to evaluate, on an ongoing basis, whether the Corporation's resources are being managed in a manner consistent with ethical considerations and stakeholder's interests and in order to enhance shareholder value. In discharging their duties, directors must act honestly and in good faith, with a view to the best interests of the Corporation. Directors must exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances.
III. COMPOSITION
Selection
Subject to the Securityholder's Agreement, the Board shall be comprised of that number of directors as shall be determined from time to time by the Board upon recommendation of the Nominating Committee of the Board.
Subject to the Securityholder's Agreement, the Nominating Committee of the Board maintains an overview of the desired size of the Board, the need for recruitment and the expected skill-set of new candidates. The Nominating Committee reviews and recommends to the Board candidates for nomination as directors. The Board approves the final choice of the candidates that are to be elected by the unitholders.
Board members must have an appropriate mix of skills, knowledge and experience in business and an understanding of the industry and the geographical areas in which the Corporation operates. Directors selected should be able to commit the requisite time for all of the Board's business.
Chairman
A Chairman of the Board shall be appointed by the Board. If the President and Chief Executive Officer of the Corporation is also the Chairman of the Board, a Lead Director shall be appointed among the Board's independent directors.
Independence
A majority of the Board shall be composed of directors who must be determined to have no material relationship with the Corporation and who, in the reasonable opinion of the Board, must be unrelated and independent under the laws, regulations and listing requirements to which the Corporation is subject.
Criteria for Board Membership
Board members are expected to possess the following characteristics and traits:
(a) demonstrate high ethical standards and integrity in their personal and professional dealings;
(b) act honestly and in good faith with a view to the best interest of the Corporation;
(c) devote sufficient time to the affairs of the Corporation and exercise care, diligence and skill in fulfilling their responsibilities both as Board members and as a Committee members;
(d) provide independent judgment on a broad range of issues;
(e) understand and challenge the key business plans and the strategic direction of the Corporation;
(f) raise questions and issues to facilitate active and effective participation in the deliberation of the Board and of each Committee;
(g) make all reasonable efforts to attend all Board and Committee meetings;
(h) review the materials provided by management in advance of the Board and Committee meetings.
Retirement Age for Directors
The policy of the Board is that no person shall be appointed or elected as a director if the person exceeds 75 years of age. The policy allows for an exception where the Board determines it is in the interest of the Corporation to request a director to extend his/her term beyond the regular retirement age, provided however that such extension is requested in one-year increments.
IV. COMPENSATION
The Board has determined that the directors should be compensated in a form and amount which is appropriate and which is customary for comparable corporations, having regard for such matters as time commitment, responsibility and trends in director compensation.
V. RESPONSIBILITIES
Without limiting the Board's governance obligations, general Board responsibilities shall include the following:
(a) discussing and developing the Corporation's approach to corporate governance, with the involvement of the Governance and Corporate Matters Committee;(b) declaring and approving distributions by the Partnership;
(c) reviewing and approving management's strategic and business plans on an annual basis, including developing an in-depth knowledge of the business being served, understanding and questioning the plans' assumptions, and reaching an independent judgment as to the probability that the plans can be realized;
(d) monitoring corporate performance against the strategic business plans, including overseeing operating results on a regular basis to evaluate whether the business is being properly managed;
(e) appointing the Corporation's Chief Executive Officer, ensuring a succession plan is in place and developing his or her position description with the recommendation of the Governance and Corporate Matters Committee;
(f) reviewing, through the Human Resources and Compensation Committee, the compensation of the Chief Executive Officer;
(g) identifying the principal risks of the Corporation's businesses and ensuring the implementation of appropriate systems to manage these risks;
(h) ensuring that appropriate structures and procedures are in place so that the Board and its Committees can function independently of management;
(i) ensuring the proper and efficient functioning of its Committees;
(j) providing a source of advice and counsel to management;
(k) reviewing and approving key policies developed by management;
(l) reviewing, approving and as required, overseeing compliance with the Corporation's disclosure policy by directors, officers and other management personnel and employees;
(m) overseeing the Corporation's disclosure controls and procedures;
(n) monitoring, through the Audit, Finance and Risk Committee, the Corporation's internal controls and information systems;
(o) ensuring that members of management possess the ability required for their roles, are adequately trained and monitored and that planning for their succession is ongoing;
(p) ensuring that the Chief Executive Officer and the other members of management have the integrity required for their roles and the capability to promote a culture of integrity and accountability within the Corporation;
(q) conducting, through the Governance and Corporate Matters Committee, an annual assessment of the Board and the Committees and of individual members of the Board;
(r) reviewing, through the Human Resources and Compensation Committee, management's succession plans;
(s) selecting, upon the recommendation of the Nominating Committee, the nominees that are to be elected as directors by the unitholders;
(t) selecting, upon the recommendation of the Nominating Committee, the nominees that are to be elected as trustees by the unitholders;
(u) selecting a Chairman of the Board and a Lead Director, as the case may be; and
(v) reviewing with the Governance and Corporate Matters Committee that the Board as a whole, the Committees of the Board and the directors are capable of carrying out and do carry out their roles effectively.
VI. MEETINGS
The Board will meet at least quarterly, with additional meetings scheduled as required. Such additional meetings may be held at the request of any director with notice given to all directors of the Board. Each director has a responsibility to attend and participate in meetings of the Board. The Chairman will prepare and distribute the meeting agenda and minutes to the Board.
Information and materials that are important to the Board's understanding of the agenda items and related topics will be distributed in advance of a meeting. The Corporation will deliver information on the business, operations and finances of the Corporation, to the Board on an as required basis.
On the occasion of each Board meeting, non-management directors will consider if an "in-camera" meeting, under the chairmanship of an independent director, would be appropriate. The director chairing such "in-camera" meetings will forward to the Chairman and to the President and Chief Executive Officer any questions, comments or suggestions of the directors.
VII. DECISIONS REQUIRING PRIOR BOARD APPROVAL
In addition to those specific matters requiring prior Board approval pursuant to the Corporation's by-laws or applicable laws, the Board will be responsible for approving the following:
(a) interim and annual financial statements, provided that the Board may delegate to the Audit, Finance and Risk Committee the responsibility to review such financial statements and make its recommendations to the Board;(b) strategic plans, business plans and capital expenditure budgets;
(c) raising of debt or equity capital and other major financial activities;
(d) hiring, compensation and succession for the Chief Executive Officer and other senior executives;
(e) major organizational restructurings, including spin-offs;
(f) material acquisitions and divestitures; and
(g) major corporate policies.
VIII. BOARD COMMITTEES
There are four Committees of the Board: the Audit, Finance and Risk Committee, the Governance and Corporate Matters Committee, the Nominating Committee and the Human Resources and Compensation Committee. The roles and responsibilities of each Committee is described in the respective Committee charters.
Members of the Audit, Finance and Risk Committee, the Human Resources and Compensation Committee and the Nominating Committee shall be independent as required under the charter of each Committee and the laws, regulations and listing requirements to which the Corporation is subject.
IX. COMMUNICATION WITH THE BOARD
Unitholders and other constituencies may communicate with the Board and individual board members by contacting Shareholder Relations.
X. ADVISERS
The Board has determined that any director who wishes to engage a non-management advisor to assist on matters involving the director's responsibilities as a director at the expense of the Corporation should have its request reviewed by, and obtain the authorization of, the Chairman of the Board.
XI. OTHER MATTERS
The Board expects directors as well as officers and employees of the Corporation to act ethically at all times and to acknowledge their adherence to the policies comprising the Code of Ethics and Business Conduct (the "Code"). The Board, with the assistance of the Governance and Corporate Matters Committee, is responsible for monitoring compliance with the Code.
Directors shall disclose all actual or potential conflicts of interest and refrain from voting on matters in which the director has a conflict of interest. In addition, a director shall excuse himself or herself from any discussion or decision on any matter in which the director is precluded from voting as a result of a conflict of interest or which otherwise affects his or her personal, business or professional interests.
COMMITTEES
The Board of Trustees and the Board of Directors have three joint standing Committees:
- the Audit Committee;
- the Governance and Nominating Committee; and
- the Human Resources and Compensation Committee.
All joint Committees of the Board of Trustees and the Board of Directors are composed of independent Trustees and independent directors of Aeroplan GP. The roles and responsibilities of each Committee are set out in formal written charters. These charters will be reviewed annually to ensure that they reflect best practices as well as applicable regulatory requirements.
This section includes reports from each Committee, which tell you about its members, responsibilities and activities.
Audit Committee
The Fund is required by law to have an audit committee. The Audit Committee shall be composed of not less than three Trustees and/or directors of Aeroplan GP, all of whom shall meet the independence, experience and other membership requirements under applicable laws, rules and regulations as determined by the Board of Trustees and the Board of Directors. The members of the Audit Committee shall have no relationships with Management, the Fund, Aeroplan GP and their related entities that in the opinion of the Board of Trustees or the Board of Directors may interfere with their independence from Management and from the Fund and Aeroplan. In addition, a member of the Audit Committee shall not receive, other than for service on the Board of Trustees or the Board of Directors or the Audit Committee or other Committees of the Board of Trustees or the Board of Directors, any consulting, advisory, or other compensatory fee from the Fund, Aeroplan or any of their related parties or Subsidiaries. The members of the Audit Committee shall possess the mix of characteristics, experiences and skills to provide an appropriate balance for the performance of the duties of the Audit Committee and in particular each member of the Audit Committee shall be "financially literate" and at least one member of the Audit Committee shall be a "financial expert" as defined by relevant securities legislation or regulations.
The objectives of the Audit Committee include the following:
- To assist the Board of Trustees and the Board of Directors in the discharge of its responsibility to monitor the component parts of the Fund's and Aeroplan LP's financial reporting and audit process.
- To maintain and enhance the quality, credibility and objectivity of the Fund's and Aeroplan LP's financial reporting and to satisfy itself and oversee Management's responsibility as to the adequacy of the supporting systems of internal financial and accounting controls.
- To assist the Board of Trustees and the Board of Directors in their oversight of the independence, qualifications and appointment of the external auditor.
- To monitor the performance of the internal financial and accounting controls and of the internal and external auditors.
- To provide independent communication between the Board of Trustees and the Board of Directors and the internal auditor and the external auditor.
- To facilitate in-depth and candid discussions between the Audit Committee and Management and the external auditor regarding significant issues involving judgment and impacting quality of controls and reporting.
The Audit Committee's responsibilities include the following:
- Monitor and review the quality and integrity of the Fund's and Aeroplan LP's accounting and financial reporting process through discussions with Management, the external auditor and the internal auditor.
- Determine, based on its review and discussion, whether to recommend the approval by the Board of Trustees and the Board of Directors of such financial statements and the financial disclosure in any such annual information forms, earnings press releases, prospectuses and other similar documents.
- Review with Management, the internal auditor and the external auditor and, if considered appropriate, approve the release of the Fund's and Aeroplan LP's quarterly financial statements and related MD&A.
- Review with Management, the external auditor and legal counsel, the Fund's and Aeroplan LP's procedures to ensure compliance with applicable laws and regulations.
- Meet with the external auditor to review and approve their audit plan.
- Review and approve estimated audit and audit-related fees and expenses.
- Review and approve, prior to the commencement of such work, the nature of all non-audit services, as permitted by securities legislation and regulations, to be provided by the external auditor prior to the commencement of such work.
- Review a report from the external auditor, if deemed appropriate by the Audit Committee, of all relationships between the external auditor and its related entities and the Fund, Aeroplan LP and their related entities.
- Evaluate the performance of the external auditor.
- Review the mandate of and the services provided by the internal audit department.
- Review significant emerging accounting and reporting issues.
- Review policies and procedures for the receipt, retention and treatment of complaints received by the Fund and Aeroplan LP from employees, Unitholders and other stakeholders regarding accounting issues and financial reporting.
- Review risk management systems and controls, especially in relation to derivatives, foreign currency exposure, hedging and insurance.
- Review and approve the Public Disclosure Policy.
- Identify and address material financial and other risks to the business and affairs of Aeroplan LP and make recommendations in that regard to the Board of Trustees and the Board of Directors.
- Review and approve policies relating to the financial control, conduct, regulation and administration of Subsidiary companies.
- Review actual financial performance compared to budget.
The Audit Committee met six times during the period from January 1, 2007 to December 31, 2007.
The Audit Committee is currently composed of Roman Doroniuk, Chair, Joanne Ferstman and John M. Forzani.
Governance and Nominating Committee
The Governance and Nominating Committee shall be comprised of not less than three Trustees and/or directors of Aeroplan GP as determined by the Board of Trustees and the Board of Directors, all of whom shall be independent (as defined under applicable securities laws) and comply with eligibility and qualification standards under applicable legislation in effect from time to time.
The primary objective of the Governance and Nominating Committee is to assist the Board of Trustees and the Board of Directors in fulfilling their responsibilities by (i) ensuring that corporate governance guidelines are adopted, disclosed and applied including trustee/director qualification standards, trustee/director responsibilities, trustee/director access to Management and independent advisors, trustee/director compensation, trustee/director orientation and continuing education, Management succession and annual performance evaluation of the Board of Trustees and the Board of Directors, and (ii) identifying individuals qualified to become new board members and recommending to the Board of Directors the new Trustee nominees for each annual meeting of Unitholders.
The Governance and Nominating Committee's responsibilities include the following:
- Review and develop position descriptions for the Board of Trustees and the Board of Directors, the Chairman of the Board of Directors and the CEO.
- Ensure that appropriate structures and procedures are in place so that the Board of Trustees and the Board of Directors can function independently of Management.
- Put in place an orientation and continuing education program for new Trustees on the Board of Trustees and new directors on the Board of Directors.
- Ensure corporate compliance with applicable legislation including Trustees', directors' and officers' compliance.
- Review proposed amendments to Aeroplan GP's by-laws.
- Make recommendations to the Board of Trustees and the Board of Directors with respect to monitoring, adoption and disclosure of corporate governance guidelines.
- Recommend the types, charters and composition of the board Committees.
- Recommend the nominees to the chairmanship of the board Committees.
- Monitor the governance structure and, as required, report to the Board of Trustees and the Board of Directors on the necessity or advisability of modifications to such structure.
- Review such other corporate governance and strategic planning Committee functions customarily carried out by such Committees as well as such other matters which may be referred to it by the Board of Trustees or the Board of Directors from time to time.
- Assist each of the Board of Trustees and the Board of Directors in determining what competencies and skills such board, as a whole, should possess and what competencies and skills each existing Trustee and/or director possesses.
- Assist each of the Board of Trustees and the Board of Directors in determining the appropriate size of such board, with a view to facilitating effective decision-making.
- Develop and review criteria regarding personal qualification for board membership, such as background, experience, technical skill, affiliations and personal characteristics, and develop a process for identifying and recommending candidates.
- Identify individuals qualified to become new board members and recommend them to the Board of Directors.
- Consider whether or not each new nominee can devote sufficient time and resources to his duties as a board member.
- Recommend the slate of Trustee nominees for each annual meeting of Unitholders.
- Recommend candidates to fill vacancies on the Board of Trustees occurring between annual meetings of Unitholders.
- Review and make recommendations relative to non-Management nominees of Aeroplan GP to the boards of Subsidiaries of Aeroplan LP or of companies in which Aeroplan LP has an interest.
The Governance and Nominating Committee results from the merger of the Governance Committee with the Nominating Committee pursuant to a resolution of the Board of Directors dated March 4, 2008.
The Governance and Nominating Committee is currently composed of Robert E. Brown, Chair, Douglas D. Port and Alan P. Rossy.
Human Resources and Compensation Committee
The Human Resources and Compensation Committee shall be comprised of not less than three Trustees and/or directors of Aeroplan GP as determined by the Board of Trustees and the Board of Directors, all of whom shall be independent (as defined under applicable securities laws).
The primary purpose of the Committee is to assist the Board of Trustees and the Board of Directors in fulfilling its oversight responsibilities in the field of human resources and compensation as well as succession planning including appointing, training and monitoring of senior Management, compensation of officers, organization plans and compensation philosophy.
The responsibilities of the Human Resources and Compensation Committee include the following:
- Develop compensation philosophy and guidelines.
- Review and approve corporate goals, objectives and business performance measures relevant to the compensation of the CEO, evaluate the CEO's performance in light of those goals, objectives and business performance measures, and make recommendations to the Board of Directors with respect to the CEO's compensation level based on this evaluation.
- Make recommendations to the Board of Directors with respect to officer (other than in respect of the CEO, as such is dealt with as per above) and director compensation, incentive compensation and equity-based plans.
- Review and make recommendations to the Board of Directors with respect to incentive compensation plans and equity based plans and any amendments thereto.
- Review and approve, on behalf of the Board of Directors, salary ranges for executive management positions.
- Administer the equity-based plans.
- Review executive compensation disclosure before public dissemination, including the review of the annual report of senior Management compensation for inclusion in the Fund's proxy circular, in accordance with applicable rules and regulations.
- Review on an ongoing basis Management's organization plans and essential elements of succession plans for executive Management of Aeroplan and its Subsidiaries so as to ensure that successors have been identified and that their career development is appropriate in the context of the challenges facing the organization.
- Review and approve the performance monitoring and development of senior officers.
- Review and approve the senior Management organizations and reporting structure.
- Review and approve the contingency plans in the event of the disability and/or departure of key executives.
The Human Resources and Compensation Committee was established on February 6, 2006. The Human Resources and Compensation Committee held six meetings from January 1, 2007 to December 31, 2007.
The Human Resources and Compensation Committee is currently composed of Joanne Ferstman, Chair, Douglas D. Port and John M. Forzani.
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Robert E. Brown
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Chairman of Aeroplan GP Montreal, Quebec Robert E. Brown is President and Chief Executive Officer of CAE Inc. (a provider of simulation and modelling technologies as well as an integrated training services for both civil aviation and defence customers). Mr. Brown is a director of CAE Inc., Nortel Networks Corporation and Nortel Networks Limited. He is also on the board of a number of small capital pool companies. He is a director and member of the Governance and Corporate Matters Committee and Human Resources and Compensation Committee of ACE Aviation Holdings Inc., a trustee of Jazz Air Income Fund and was Chairman of Air Canada from 2003 to 2004. Mr. Brown joined Bombardier Inc. in 1987 and was responsible for the Bombardier Aerospace sector from 1990 to 1999. He was President and Chief Executive Officer of Bombardier Inc. (aerospace and transportation) from 1999 to 2002. Mr. Brown also held various senior positions in federal ministries with economic vocations, including the position of Associate Deputy Minister in the Department of Regional Industrial Expansion before joining the private sector. |
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Roman Doroniuk
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Director of Aeroplan GP Toronto, Ontario Roman Doroniuk is a consultant providing financial and strategic advisory services to a variety of companies in the healthcare, advertising and media industries. He also serves on the board of directors of The Forzani Group Ltd. Mr. Doroniuk was Executive Vice President of Magna International Inc. and Chief Operating Officer of Magna Entertainment Corp. from January 2003 to October 2003, President of Lions Gate Entertainment from October 1998 to April 2000 and Chief Financial Officer of Alliance Communications Corporation from October 1995 to September 1998. Mr. Doroniuk holds a Bachelor of Business Management from Ryerson University and is a Chartered Accountant |
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Rupert Duchesne
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Director of Aeroplan GP Montreal, Quebec Rupert Duchesne has been President and Chief Executive Officer of Aeroplan since August 2000. Prior to his current position, Mr. Duchesne served as Chief Integration Officer, overseeing the merger of Air Canada and Canadian Airlines International. He has also served Air Canada as Senior Vice President, International and Vice President, Marketing. Prior to joining Air Canada, Mr. Duchesne served as Vice President, Worldwide Aviation Practice for Mercer Management Consultants during the period 1994 to 1996. Mr. Duchesne was Co-owner and Director of LCB Consultants from 1989 to 1994, when the firm was purchased by Mercer. Mr. Duchesne holds a Bachelor of Science (Honours) degree in Pharmacology from the University of Leeds, England and a Masters in Business Administration from Manchester Business School, The University of Manchester, England. Mr. Duchesne is currently a director of Alliance Atlantis Communications Inc. and serves on the Board of Trustees of the Art Gallery of Ontario and the Board of the NeuroScience Canada Partnership and Foundation. |
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Joanne Ferstman
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Director of Aeroplan GP Toronto, Ontario Joanne Ferstman is Executive Vice President, Corporate Secretary and Chief Financial Officer of Dundee Corporation, and Executive Vice President and Chief Financial Officer of Dundee Wealth Management Inc. She is also Chief Financial Officer of Dundee Realty Corporation and Dundee Wealth Bank. Ms. Ferstman holds a Bachelor of Commerce from McGill University and is a Chartered Accountant. |
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John Forzani
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Trustee of the Fund Calgary, Alberta John Forzani is the Founder and Chairman of The Forzani Group Ltd. (FGL), Canada's largest sporting goods retailer with sales of over $1 Billion. Prior to that John played professional football with the Calgary Stampeders for seven years. He is also Chairman of the Forzani Group Foundation that together with FGL have raised over $5 Million, helping communities locally and across Canada as well as serving as Chairman of IIC-INTERSPORT International Corporation in Berne, Switzerland, an international buying group and franchisor of over 4,500 sports stores in 28 countries. |
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Douglas Port
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Director of Aeroplan GP Oakville, Ontario Mr. Port has over 30 years experience in airline transportation, including 11 years as an executive with Air Canada, where he led major portfolios such as Airports, International, Marketing and Sales, Sales and Product Distribution, Corporate Affairs and Government Relations, Corporate Communications, and latterly Customer Service. He also served as Chairman of the Air Transport Association of Canada, Chairman of Galileo Canada (computer reservation system) and Chairman and CEO of Air Canada Vacations. |
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Alan Rossy
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Director of Aeroplan GP Montreal, Quebec Mr. Alan Rossy is Executive Vice President of Store Operations and a partner of Dollarama L.P., a national chain of dollar stores operating at the 1$ or less price point. A founding family member of Dollarama, Mr. Rossy's responsibilities include merchandising, marketing, advertising and HR consulting. |
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= Chair = MemberContact the Board
You can contact Aeroplan's Board of Directors to provide comments, to report concerns, or to ask a question, at the following address:
Mark Hounsell
Corporate Secretary
Aeroplan Income Fund
5100 de Maisonneuve Ouest
Zip 1161
Montreal, QC H4A 3T2
Canada
You may submit your concern anonymously or confidentially by postal mail. You may also indicate whether you are a shareholder, customer, supplier, or other interested party.
Communications are distributed to the Board, or to any individual directors as appropriate, depending on the facts and circumstances outlined in the communication. In that regard, the #CompanyName# board of directors has requested that certain items which are unrelated to the duties and responsibilities of the board should be excluded, such as:
- Product complaints
- Product inquiries
- New product suggestions
- Resumes and other forms of job inquiries
- Surveys
- Business solicitations or advertisements
In addition, material that is unduly hostile, threatening, illegal or similarly unsuitable will be excluded, with the provision that any communication that is filtered out must be made available to any non-management director upon request.