Maintaining Your Chartered Director Designation

The Directors College Continuing Professional Development policy has recently been reviewed and updated by the College’s Education Committee – which is comprised of senior faculty members from the DeGroote School of Business at McMaster University. All Chartered Directors (C.Dir.) are now expected to comply with the following:

Continuing Professional Development (CPD)

The Directors College* requires that all Chartered Directors* undertake qualified continuing professional development activities, to a minimum of 15 hours per year, and totaling 50 hours in each 3- year period, beginning the calendar year after which the candidate successfully completes the qualifying exam.

For example, a candidate completing his/her Chartered Director designation in 2008 would need to earn minimum of 15 hours per year, and totaling 50 hours of continuing professional development between January 1, 2009 and December 31, 2011. He/she would then need to earn another, minimum of 15 hours per year, and totaling 50 hours, between January 1, 2012 and December 31, 2015, and so on.

Activities that qualify for continuing professional development credit must be relevant to enhancing governance skills and competencies. Chartered Directors should therefore evaluate their CPD activities in consideration of the following criteria:

  • Be quantifiable, meaning it must be specifically identifiable and expressed in terms of a specific time requirement;
  • Be directly related to the competencies needed to carry on his or her directorship/governance activities;
  • Be relevant to their current ‘governance professional’ needs and/or longer term directorship/governance career interests;
  • Contain significant intellectual or practical governance content;
  • Enhance their knowledge of boardroom and governance best practices;
  • Be offered through a credible learning institution, such as a university, college, private educator, professional or industry association, or an employer.

CPD activities can include

  • Courses, seminars or conferences;
  • Technical discussion groups;
  • Advanced or post-secondary education courses;
  • Structured self-study programs;
  • Participating as a guest speaker for a formal director education program;
  • Private reading, study and technical research;
  • Preparation time for lectures and presentations;
  • Research and writing time for governance professional or business related articles;
  • On-the-job governance training.

Current CPD Opportunities

 

Exemptions

Chartered Directors, who are retired and no longer carry out board service, are exempt from the CPD requirement – after they file the exemption with the College. A written explanation for non-compliance in the Annual Declaration Form will be considered by the Directors College Education Committee. Per example, an illness, limiting your availability for board service, could be considered for an exemption.

The Education Committee of the College determines whether to waive all or a part of the requirements, or considers and approves a plan to remedy any deficiencies over a reasonable period of time. Chartered Directors who fail to meet the requirement will be notified by The Directors College at the end of the first year of non-adherence and provided with information on how to enhance their understanding of the CPD Program (i.e. how to stay in compliance) and select relevant continuing professional development activities.

The Chartered Director certificate (and the right to use the designation) will be suspended under the following conditions:

  • Does not make a reasonable effort to provide evidence that they are maintaining their professional competence, fails to report their activities or files false or fraudulent reports;
  • Fails to comply with the remedial plan approved by the date prescribed by the Education Committee;
  • Does not submit Annual CPD Declaration Form by the due date.

An opportunity to appeal any suspension will be provided through the Education Committee of The Directors College.

This revised Continuing Professional Development policy takes effect January 1, 2009. From this date forward, each current Chartered Director will be sent notification of their requirement to submit to the College their Annual CPD declaration form. The deadline for submission of this form will be based on each Chartered Director’s anniversary date of his/her having passed the Chartered Director’s examination.

Suggested CPD readings

  • Excellence in the Boardroom: Best Practices in Corporate Directorship, William A. Dimma
  • Corporate Governance and Chairmanship: A Personal View, Adrian Cadbury
  • Inside the Boardroom, Richard Leblanc and James Gillies
  • Leighton, David S.R. and Donald H. Thain, Making Boards Work: What Directors Must Do To Make Canadian Boards Effective, 1997.
  • National Association of Corporate Directors (NACD) Blue Ribbon Commission on Audit Committees, Audit Committees: A Practical Guide, 2004. www.nacdonline.org
  • Nadler, David A., Building Better Boards, Harvard Business Review, May, 2004.
  • National Association of Corporate Directors, Report on the NACD Blue Ribbon Commission on Board Evaluation: Improving Director Effectiveness, 2005. www.nacdonline.org
  • Sabia, Maureen J. and James L. Goodfellow, Integrity in the Spotlight: Audit Committees in a High Risk World, Second Edition, 2005. www.deloitte.com
  • Reiter, Barry J., Director’s Duties in Canada, 4th Edition, 2009. www.cch.ca
  • Thomas, Robert J., Michael Schrage, Joshua B. Bellin and George Marcotte, Board oversight begins with the right information, National Post, May 2009.
  • Behan, Beverly. Great Companies Deserve Great Boards: A CEO’s Guide to the Boardroom, 2011. Buy now!
  • Risk Watch: Thought Leadership on Risk and Governance, a tri-annual journal published by The Conference Board of Canada. There are three issues available to date: September 2010, December 2010, and May 2011.  

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What our graduates say?

“I found the Chartered Director Program to be an excellent forum to understand how strong governance complements effective management. The ability to create and execute an effective strategy is significantly enhanced by a robust process inclusive of board engagement where the right questions are asked and expected outcomes are identified. I truly enjoyed the setting which fostered a strong level of interaction that was supported by quality presentations and material. As CEO of a Shared Service Organization set to deliver benefits to its members, I see the advantage of having a number of our board members participating in this program.”

Tony Di Emanuele, MBA, C.Dir., President and CEO, Mohawk Shared Services

“I found the Directors College to be an excellent survey of the important matters of which a director must be aware in today’s corporate environment. The quality of the presentation and materials was first-rate and the perspectives gained were invaluable. I would highly recommend the Directors College.”

The Honourable John Manley, P.C., O.C., C.Dir., Former Deputy Prime Minister and Finance Minister

“The changes that impact corporate governance are establishing a pattern of increased accountability for the delivery of long-term value to customers, shareholders, employees and society. Proper corporate governance is now being defined to include knowledge of critical elements such as risk management and the measurement of strategic performance. At the end of the day, each board will be judged on its ability to effectively deliver value, rather than on its structure. The Directors College innovative program fills a unique and important gap in providing knowledge and insight as to how this expectation can be met. CMA Canada is pleased to be a sponsor of this timely initiative.”

Steve Vieweg, C.Dir., Director, Executive Development, I.H. Asper School of Business – University of Manitoba

“As an organization focused on educating corporate secretaries, the ICSA believes in furthering the potential of board members to better contribute to building effective governance structures. Given the key role of directors and corporate secretaries in applying proper boardroom practices, corporations need to ensure that these individuals meet a professional standard. The Directors College curriculum covers all the formal regulatory issues for directors and also addresses the informal skills of building effective and appropriate relationships with senior management. We see significant benefits to this program and ICSA is pleased to endorse it.”

Lynn Beauregard, Executive Director, Chartered Secretaries Canada

“The Directors College has developed a director education program which goes well beyond the fundamentals to address the structures and the behavioural components of principle-based governance. I am proud to be associated with the Directors College and I am honoured to lend my name to the College’s graduate award. ”

Gilbert Bennett, Director and Recently-Retired Chairman of the Board, Canadian Tire Corporation Limited

“Our strategy is to raise the horizons and potential of directors by deepening and enriching their knowledge and application of advanced skills. Increasing the effectiveness of existing directors and broadening the pool of potential directors will contribute to the professionalism of boards across Canada.”

David Beatty, Managing Director, Canadian Coalition for Good Governance