Co-operative governance

The Co-operators evolved from the dreams and efforts of like-minded individuals. The co-operative spirit that inspired our founders in 1945 continues to guide the organization today and into the future.

Our co-operative governance structure encourages dialogue, open involvement, democratic decision making and reasonable return on capital.

Democratic structure

Unlike shareholder organizations, The Co-operators Group Limited is 100% democratically controlled and jointly owned by its members. Large or small, each member has an equal vote at the Annual General Meeting.

Our members appoint representatives to regional committees who nominate the board of directors of The Co-operators Group Limited. In this way, our Board of Directors is representative of our diverse membership.

Board of Directors

Our 22-member Board of Directors consists of individuals elected from representatives of our member organizations across Canada. All directors are independent from management and unrelated to the day-to-day operations of the business.

Board mandate

The board’s primary objective is to provide broad direction to the organization. The board directs the activities related to our corporate mission and operates independently from the day-to-day management of the business. Additionally, board members fulfil roles on standing and ad hoc board committees.

The board is responsible for key governance issues such as:

  • ensuring the organization’s financial viability
  • articulating the mission, vision and values
  • setting the strategic direction and monitoring performance
  • the appointment, selection and performance management of the President and CEO
  • ensuring that The Co-operators maintains a leadership role in the insurance industry and co-operative movement

Management is responsible for the day-to-day guidance and operation of the company. Major decisions, such as significant investment transactions, acquisitions, business arrangements or alliances must be submitted to the board for approval. Each year, the board reviews the financial statements and strategic business plans for the company and regularly monitors its progress in achieving these plans.

Board committees and responsibilities

Board committees fulfill key governance responsibilities. The committees of the board include: the Audit Committee, the Corporate Governance and Conduct Review Committee, the Member and Co-operative Relations Committee, the Sustainability and Citizenship Committee and the Risk and Compensation Committee.