‘Be­cause it’s 2015’ fell on deaf ears of cor­po­rate boards

De­spite new di­ver­sity laws al­most half of firms on TSX have zero fe­male di­rec­tors

Toronto Star - - NEWS - SUNNY FREE­MAN BUSI­NESS RE­PORTER

Nearly half of all com­pa­nies listed on the TSX still have zero women on their board of di­rec­tors — vir­tu­ally un­changed from last year, ac­cord­ing to a board­room di­ver­sity study re­leased Tues­day.

The par­ity gap per­sists de­spite se­cu­ri­ties rules en­acted in 2014 that re­quire com­pa­nies to dis­close the num­ber of women on boards of di­rec­tors and in the C-suite of­fices. They also re­quire com­pa­nies to “com­ply or ex­plain” poli­cies aimed at putting more women on boards or why they are not in place. Women hold an av­er­age of one board seat per Cana­dian com­pany, rep­re­sent­ing an av­er­age of 13 per cent of the board, said the “2016 Di­ver­sity Dis­clo­sure Prac­tices” re­port by law firm Osler, Hoskin & Har­court LLP.

Women held about 12 per cent of all board seats of TSX-listed com­pa­nies for the full 2015 cal­en­dar year.

“I frankly ex­pected to see more women in di­rec­tor po­si­tions,” said An­drew MacDougall, who heads the firm’s cor­po­rate gov­er­nance prac­tice.

Osler found 34 per cent of com­pa­nies have writ­ten di­ver­sity poli­cies, a slight uptick from 30 per cent last year. Just 10 per cent had tar­gets for the num­ber of fe­male rep­re­sen­ta­tives on boards, up 2 per cent from last year. The num­ber of women in board rooms was slightly bet­ter among Canada’s 60 largest com­pa­nies, where women held about 24 per cent of board seats. Only three of those in­dus­try lead­ers had no women on their boards.

“I think the big com­pa­nies take a hold of these gov­er­nance is­sues and they do it ear­lier . . . partly be­cause the spot­light’s on them and partly be­cause they look ahead to these types of is­sues,” MacDougall said.

“With the smaller com­pa­nies, I think it’s a mat­ter of time, they’re not mov­ing quite as fast as we would like in terms of changes.”

By in­dus­try, the util­i­ties, me­dia and fi­nan­cial ser­vices sec­tors led the way with the high­est num­ber of fe­male di­rec­tors, while min­ing, en­ergy and forestry had the fewest.

The busi­ness case for gen­der di­ver­sity on boards and ex­ec­u­tive suites has been well-es­tab­lished, said Ser­ena Fong, vice-pres­i­dent of govern­ment af­fairs at ad­vo­cacy group Cat­a­lyst.

Com­pa­nies that in­creased the num­ber of women in the ex­ec­u­tive suite saw a 15-per-cent in­crease in their fi­nan­cial per­for­mance, a re­cent study by the Peter­son In­sti­tute for In­ter­na­tional Eco­nom­ics found.

Still, the se­cu­ri­ties rules are rel­a­tively new, so com­pa­nies should be given some time to make that progress, MacDougall added.

“It re­ally de­pends on the change in the board struc­ture and in those seats that will re­ally de­ter­mine how fast change is made.”

A Cat­a­lyst re­port in June pro­vided sug­ges­tions for ac­cel­er­at­ing progress.

Some of those sug­ges­tions in­clude: set­ting tar­gets, con­certed ef­forts to fa­cil­i­tate re­newal on the board, re­cruit­ment poli­cies re­quir­ing a di­verse slate of can­di­dates and en­sur­ing that women rep­re­sent 50 per cent of in­ter­vie­wees.

In­vestor ap­petite for more women on boards has been mixed. Pro­pos­als brought forth by share­hold­ers at BCE Inc. and Restau­rant Brands In­ter­na­tional for board di­ver­sity tar­gets each re­ceived less than 20-per­cent sup­port.

At the same time, the num­ber of funds and in­dices fo­cus­ing on com­pa­nies led by women has grown.

The On­tario govern­ment in June an­nounced it would aim to have women com­prise 40 per cent of ap­point­ments to pro­vin­cial boards and agen­cies within three years.

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