CIRA is governed by a Board of Directors, comprised of twelve Directors elected by CIRA’s members, and three Board Advisors. The role of the Board is to provide oversight and strategic direction to CIRA.
In an effort to ensure a shared understanding of the governance role of the CIRA Board of Directors, members of the Board agreed to a Board Charter.
Board of Directors Election Oversight
A Nomination Committee independent of the Board selects candidates to be on the Nomination Committee slate, and CIRA’s Board of Directors election is monitored by an independent Returning Officer. More details are set out below.
The Nomination Committee’s role is to seek and select qualified candidates for the Nomination Committee slate of CIRA's Board of Directors election. Its focus is to help build a Board of Directors that represents a wide range of views and interests, ultimately contributing to the strategic direction of .CA and Canadian Internet policy. See the full membership of CIRA’s Nomination Committee here.
Independent Returning Officer
CIRA’s neutral, third party Returning Officer is responsible for overseeing the organization’s Board of Directors election, independent of CIRA management. CIRA’s Returning Officer is Richard (Rich) Vickers, a Charter Professional Accountant, who had a long career with Pricewaterhouse Coopers, and then served as the first National Chief Operating Officer for the law firm of Borden Ladner Gervais. Please see his biography for additional information here.
Board Committee Structure
From time to time, the Board may appoint one or more committees and delegate to such committees any of the powers of the Board. Currently at CIRA, Board members may serve on one or more of the following committees:
(a) Governance Committee
The Governance Committee is responsible for developing the approach of CIRA to all matters of governance. This includes regular review of CIRA’s policies, articles and by-laws to ensure that they serve the needs of the corporation.
(b) Compensation and Review Committee
The purpose of the Compensation and Review Committee is to assist the Board in fulfilling its policy, process and oversight responsibilities with respect to the integrity and effectiveness of CIRA’s compensation policies and processes as they relate to the President and CEO and senior personnel. The Compensation Committee is also responsible for the performance evaluation of the President and CEO.
(c) Finance, Audit, Investment and Risk Management (FAIR) Committee
The purpose of the FAIR Committee is to assist the Board in fulfilling oversight responsibilities with respect to the integrity of CIRA’s financial reporting, audit, investment and risk management processes.
(d) Services Strategy Committee
The Services Strategy Committee is responsible for assisting the Board in fulfilling its oversight responsibilities and to act in an advisory capacity with respect to the introduction, operation and evolution of all services covered in the strategic plan.
(e) Community Investment Committee
The purpose of the Community Investment Committee is to assist the Board in the oversight, development, management and administration of its community investment program in accordance with CIRA’s strategic plan.
Community Investment Evaluation Panel
CIRA's Community Investment Evaluation Panel is responsible for reviewing grant applications for our annual $1.25 million Community Investment Program granting initiative. Each year CIRA appoints a diverse set of representatives from across Canada's internet community to assist the organization in selecting grants for internet-related projects in Canada.
President & CEO
The president and CEO is the highest officer of the organization and reports directly into the Board. This role oversees and directs the operations and affairs of the organization. You can learn more about CIRA’s president and CEO here.