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CANADIANS CONNECTED 2022
CIRA’s symposium and annual general meeting
Thursday, September 15, 2022
12:30 p.m. ET.

CIRA’s Response to the Member Proposal

A member proposal including three motions has been submitted by member Alex Beraskow. This is the third year in a row that Mr. Beraskow has submitted proposals to CIRA’s AGM. In response to members’ feedback regarding the lengthy duration of our past two AGMs, we have opted to consolidate them into one motion as all deal with the same issue. This member proposal is requesting the disclosure of confidential documents prepared by Mercer, Boyden and Stratford and Dr. Leblanc that date as far back as 2015, as well as requesting the disclosure of the particulars of those engagements.

CIRA believes strongly that good governance and transparency is critical to a well-run organization. Our commitment to good governance means that our team may seek external, expert guidance to make informed decisions. Guidance sought by businesses for the purposes of informing their decisions and strategy is inherently confidential in nature. External expertise has enabled, and will continue to enable, CIRA to operate effectively, and transparently when appropriate, as seen in CIRA’s previous disclosure of information regarding board compensation, expenses and methodologies, and the methodology behind employee compensation.

The reports referred to in this member proposal were commissioned to provide the board with expertise and insight into various compensation and governance-related matters. The reports are confidential in nature as they utilize the consultants’ proprietary methodologies and best practices while delving into sensitive topics like employee compensation. As such, the reports were marked as confidential with the understanding that they’d be used to provide expertise on appropriate governance practices. Disclosing the reports would breach our agreements with our trusted service providers, which would pose reputational and litigation risks in the future.

CIRA is continuously committed to accountability and transparency in order to best serve our membership in building a trusted internet in Canada. However, in the context that these reports were commissioned, releasing them would run contrary to the principles of good governance on which CIRA has built its foundation.

The CIRA Board of Directors does not support these member proposals and recommends that Members vote against these proposals.






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