Incorporating Indigenous Knowledge into Good Board Governance Practices

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1 Incorporating Indigenous Knowledge into Good Board Governance Practices CANDO Conference Niagara Falls, 2010 Rodney Nelson M.A. C.Dir. CEO and Principal i of Governance The Global Governance Group nelson@globalgovernancegroup.com Anishinabe

3 Miigwetch Six Nations New Credit

4 First Nations governance is not a new concept US Constitution based on Iroquois Confederacy? Haudenosaunee (Mohawk, Oneida, Onondaga, Cayuga, Seneca and Tuscarora) Influence Thesis Great Law of Peace Indian agent Ben Franklin John Adams Thomas Jefferson US Constitution

5 Outline 1. Aboriginal Businesses and their success factors 2. A brief look at board governance 3. Building a board with traditional knowledge 4. Examples of success stories 5. 7th Generation crisis

6 What do you think is the major reason businesses fail in North America? Answer = Poor Governance

7 When one Aboriginal business is no good then we all get painted by the same brush. John Bernard CEO of Donna Cona

doing business for thousands of years They have been edged out of the economy Aboriginal business and entrepreneurship is

8 Myth-busting Myths Aboriginal Aboriginal people are not good at business They get free money They don t want to work They are not successful in business and will eventually go bankrupt They don t pay taxes Truths Aboriginal people have been doing business for thousands of years They have been edged out of the economy Aboriginal business and entrepreneurship is one of the fastest rising areas of business in Canada Extensive cultural network Elders philosophies can be compatible with business

9 Successful Aboriginal Businesses in Canada Goodfish Lake Development Piruqsaijit Limited (Rankin Inlet, Corporation (Good Fish Lake, Alberta) Aqua Industrial Ltd (Fort McMurray, Alberta) NK'MIP Vineyards and Cellars (Osoyoos, B.C.) Rainbow Ridge Golf Course (Manitoulin Island, Ontario) Caisse Populaire Kahnawake (Kahnawake, Québec) St. Eugene Mission Resort, Ktunaxa Nation (Cranbrook, B.C.) The Hotel Musée Premières Nations (Wendake, Quebec) FirstPlan Benefits (Winnipeg, MB) Nunavut) Atuqtuarvik Corporation (Rankin Inlet, Nunavut) Donna Cona (Ottawa, Ontario) West Bank First Nations Development (West Bank, B.C.) Saskatchewan Indian Gaming Authority (Saskatchewan) Casino Rama, Akwesasne Casino, Great Blue Heron Casino Long Point Keeshkemaqua Conference Centre (Manitoba)

10 What makes them successful?

11 Good Board Governance

13 Role of the Board Set the vision, mandate, values and strategy of the organization Hire/ fire/ evaluate General Manager/ CEO Staffing and compensation Setting responsibilities Performance evaluation Support Provide proper financial oversight Legal and ethical integrity Program oversight (grants)

14 Reasonable Assurance

15 Do not be a rubber stamp board

16 Strategic vision, fiscal oversight and strong governance are critical factors in the success of any business Aboriginal businesses have the added Aboriginal businesses have the added responsibility to their communities

17 Creator The People Plants Land Family Children Animals Oral History Community Elders Traditions Ancestors Spirituality Mother Earth

18 Good Corporate Governance Skills and Personality Corporate Governance Management experience Financial expertise Legal expertise Governance expertise Sound ethical decision i making Risk management Social responsibility Communication skills (shareholder/ stakeholder) Traditional Importance Band knowledge Government relations Financial expertise Understands traditions Elders/ youth connection Community oriented Inter-band relations

19 Good Corporate Governance Board Responsibilities Corporate Governance Duty of Loyalty Duty of Care Fiducially responsible Strategic direction Shareholder relations CEO remuneration, evaluation and succession Traditional Importance Duty to community Duty to Chief and Council Respect to Elders Maintaining traditions Self governance Capacity building

20 Good Corporate Governance Good Board Governance Corporate Governance Effective board structure By-laws Terms for directors (2 years) Director and officer insurance Board evaluations Code of conduct Conflict of Interest policy Audit committee (GAPP/IFRS) Governance committee (IFRS) Human resource committee (IFRS) Traditional Importance Conflict of Interest with Ec Dev corporation Community liaisoni Community consultation Traditional values approach

21 Success Stories

22 Whitefish Lake First Nation

23 Chief Sam Bull s Vision Self determination and wealth to help our community and their social problems Elders Philosophies Protect our land and mother earth Keep families together Protect our culture

24 Work Wear Repair and Manufacturing Protective Clothing Manufacturing Dry Cleaning and Laundry Market Oil and Gas Industry Partnerships Syncrude Suncore Opportunity Funding, Employees, Location

25 Protect Environmental our land policy and mother earth Environmental Stewardship ISO Keep Family family s and Cultural togethervalues Employment for men and women Community engagement Protect our culture Culture policies Hunting time-off policy Education funding

26 We continue to honour Chief Sam Bull s vision of a successful business by serving our community. We also follow the wisdom of the Elders to create good governance and business practices. George Halfe CEO GFLDC

27 The recent discovery of Corporate Social Responsibility

28 Do I have a crystal ball???

29 Looking to the Future: The Seven Generations Philosophy

30 This is the time of the seventh generation

31 The Seven Generations Philosophy The seventh generation is the one we will never see Our first covenant is with nature We take the wisdom of our ancestors and apply them for our children's children

32 The Seven Generations Philosophy In everything we do we must consider the impact on the next seven generations

33 Seven Generations Crisis Capacity: We lack Aboriginal people to sit on boards We lack governance capacity

Should Ask about Crown Corporation Governance 20 Questions Directors Should Ask about Director Compensation 20 Questions Directors Should Ask about Directors and Officers Liability Indemnification

34 20 Questions Directors Should Ask about Questions Directors Should Ask about Building a Board 20 Questions Directors Should Ask about Codes of Conduct 20 Questions Directors Should Ask about Crisis Management 20 Questions Directors Should Ask about Crown Corporation Governance 20 Questions Directors Should Ask about Director Compensation 20 Questions Directors Should Ask about Directors and Officers Liability Indemnification and Insurance 20 Questions Directors Should Ask about Executive Compensation 20 Questions Directors Should Ask about Governance Assessments 20 Questions Directors Should Ask about Internal Audit (2nd Edition) 20 Questions Directors Should Ask about IT 20 Questions Directors Should Ask about Management s Discussion and Analysis 20 Questions Directors Should Ask about Risk (2nd Edition) 20 Questions Directors Should Ask about their Role in Pension Governance 20 Questions Directors Should Ask about Special Committees 20 Questions Directors Should Ask about Strategy (2nd Edition) 20 Questions Directors and Audit Committees Should Ask about IFRS Conversions

35 Key Messages Good governance helps to ensure success Traditional knowledge is compatible with business We need to think about Aboriginal board structures Look to the future for generations to come Increase our capacity and presence on board of directors

36 Chi-Miigwetch Thank You Rodney Nelson M.A. C.Dir. CEO and Principal of Governance Anishinabe

COUNCIL OF ELDERS TERMS OF REFERENCE

COUNCIL OF ELDERS TERMS OF REFERENCE FOREWORD The Nuclear Waste Management Organization (NWMO) recognizes that stored within Indigenous Elders is the wisdom that connected their peoples to all creation