Board of Directors

Biographies

Members of the board:

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Board stewardship

The anchor of Telefilm's strong governance is its Board of Directors chaired by Michel Roy, former provincial deputy minister and business management consultant. All directors are independent and have been appointed based on skill sets important to Telefilm, such as employment and intellectual property law, auditing and financial reporting, and marketing and communications. Regular attendance at meetings attests to the directors' dedication, commitment and involvement.

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Responsibilities and activities

Summary of charter and responsibilities

• Adopt and review strategic framework and corporate plan
• Establish Telefilm's priorities
• Oversee the implementation of the corporate plan
• Approve budgets and financial statements
• Approve the annual report
• Monitor Telefilm's governance and structural vision
• Evaluate the Executive Director's performance

Highlights

• Approval of renewed services agreement with the CMF
• Approval of March 31, 2010 Financial Statements
• Approval of the annual report
• Approval of salary increases and bonuses
• Approval of the 2011-2012 budget
• Approval of the new corporate plan
• Meeting with the Auditor General of Canada and receipt of the final report from the special examination
• Approval of an archiving policy
• Approval of the business continuity management plan
• Approval of changes to the organizational structure
• Approval of a strategic framework to enhance the value of the organization's brand

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Appointments

The Governor in Council appointed Ram Krishna Raju of Ottawa to Telefilm's Board of Directors on May 14, 2010, for a five-year term.

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Committees of the Board

To facilitate its decision-making process, the Board has set up three committees. These committees deliberate on issues pertaining to their areas of competence and subsequently issue recommendations to the Board.

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Board and committee attendance

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	Board	Audit and Finance Committee	Strategic Planning and Communications Committee*	Nominating, Evaluation and Governance Committee
Number of meetings	7	6	4	3
Attendance:
Michel Roy	7	6	3	3
Elise Orenstein	7	6	4	3
Tom Perlmutter	3	0	1	0
Yvon Bélanger	6	6	1	1
G. Grant Machum	7	1	0	3
Marlie Oden	7	1	4	1
Ram Krishna Raju	6	1	3	0

Committee attendance is optional for directors who are not committee members.
*Ram Krishna Raju replaced Michel Roy on this committee during the fiscal year.

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Management Committee

Biographies

Members of the committee:

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Management's governing structure

The Executive Director implemented a new governance structure in 2010-2011 to make Telefilm more efficient and to facilitate the decision-making process. The Management Committee assists the Executive Director in making key decisions about strategic planning and organizational development, as well as administrative and operational issues.

Telefilm's Management Committee has eight members from different sectors with relevant and complementary skills. Three sub-committees report to the Management Committee. The Human Resources Committee supports the Human Resources department in interpreting and applying the HR policies of Telefilm, and in determining and responding to non-standard situations.

The Operational Committee makes decisions on matters involving various operational and administrative policies of Telefilm, as well as decisions that concern any specific issue, interpretation or situation with respect to standard practices.

The Appeal Committee, chaired by the Executive Director, reviews decisions made by the Operational and the Human Resources committees that are being appealed by a client or an employee.

For 2010-2011, the committees' performances have been assessed by its members.

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Risk management

Sound risk management contributes to a more efficient and flexible organization.

The Board of Directors and the Audit and Finance Committee approve acceptable risk thresholds and action plans to mitigate the organization's principal risks, and ensure that strategic orientations and risks are aligned.

The Management Committee challenges the risk identification process and assessment, and approves action plans.

The Risk Management Committee continuously monitors and assesses risks, recommends and implements risk mitigation strategies, and acts as a catalyst for change in matters regarding sound risk management practices.

Types of risks

The risks that affect Telefilm can be related to strategy, operations, finance or compliance. Over the past few years, Telefilm has succeeded in reducing its operational, financial and compliance-related risks – a finding validated by recent internal audits. Risks that remain more material for Telefilm are strategic in nature.

Principal risks and mitigation mechanisms

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Categories	Risks	Mitigation mechanisms	Future actions for 2012-2015
Strategic	Canadian Content Funding Industry may not find sufficient funding to sustain a critical mass of diversified products.	Help Canada's audiovisual industry to become more competitive on the domestic and international scenes. Simplify administrative guidelines, including increased flexibility for coproductions.	Expand our role as a traditional funder by investigating alternative sources of funding for the industry. Follow-up on briefs submitted during the consultation on the implementation of Canada's Policy on Audiovisual Treaty Coproduction.
Strategic	Reaching audiences Stimulating demand for Canadian products could prove difficult.	Revamp activities which promote the industry's successes via different platforms. Redefine distribution and marketing assistance programs to take into account new market realities and digital shift. Consult the industry and the Canada Feature Film Fund Working Groups.	Develop regional and international promotional strategies. Revise funding and support programs to better serve the industry's needs.
Strategic	Government funding Deficit reduction exercise could affect Telefilm's funding.	Search for new funding sources and partnerships. Undertake ongoing discussions with PCH on innovative ways to maintain and/or facilitate the creation of new funding vehicles.	Establish new partnerships at national and international levels.
Operational	Customer service Difficulty in meeting client demand for a more flexible management approach.	Consult the industry and conduct client surveys. Standardize and simplify program requirements. Creation of the Operational Committee.	Streamline processes while maintaining an appropriate level of due diligence.
Compliance	Services agreement with the Canada Media Fund (CMF) CMF services agreement is renewed on a yearly basis.	Steering committee in place to ensure that operations function well. Systematic and standardized production of reports. Maintain efficiency of program management costs. Client service approach/Regular meetings and outreach.	Continually review processes to simplify management and maintain accountability. Consultation with CMF and CMF's clients.
Operational	Information security Confidentiality, availability and integrity of information	Policies and directives pertaining to management of information security, including codes of conduct. Employee training and Declaration of Compliance and Confidentiality signed annually.	Conduct annual employee awareness campaign on information security.
Operational	Business interruption Unforeseen events could hamper ability to provide customer service and fulfill the organization's mission.	Business continuity plan tested and revised annually. Annual training program.	Ensure continuous improvement of business continuity plan.

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Performance evaluation and remuneration

Board of Directors

In 2010-2011, the Board conducted a performance review of its members and its committees in compliance with the Board Performance Assessment Policy.

For fiscal 2010-2011, an expense of $0.1M was incurred for director participation in (and preparation for) Board and committee meetings. Director remuneration is based on the Board's Remuneration and Compensation Policy which provides an annual honorarium for the Chair and a per diem for the Chair and directors preparing for and attending Board/committee meetings.

Executive Director

Each year, the Board assesses the Executive Director's performance in compliance with performance management program guidelines issued by the Privy Council Office. These guidelines, among other things, call for the implementation of a performance agreement and fixed performance objectives. The Executive Director's remuneration is established in compliance with Privy Council Office policy and guidelines.

Employees

All employees are subject to Telefilm's Policy on Performance Assessment. Performance appraisal focuses on responsibilities and competencies, and is structured with a mid-year and year-end documented performance review. In order to remain competitive and transparent in its practices, Telefilm uses a compensation policy that defines a salary and management structure to reflect the organization's values, and to attract, retain and motivate human resources. Increases in remuneration for all employees including managers have been established in respect of the Expenditure Restraint Act

Orientation and training

Telefilm has identified training needs according to its new leadership model. Specific training has been provided to employees in relation to time and performance management, communications and reinstatement of employees after extended absences. Regular forums have also been held to respond to specific managers' needs.

Communication and consultations

Telefilm continuously communicates with and solicits feedback from clients, partners and key stakeholders through various means.