Director Requirements

Director Requirements

As per By-law 2010-5
3.03 Qualifications

No person shall be eligible to become or shall act as a director unless such person:

(a) is a resident of the Province of Ontario;

(b) is at least eighteen (18) years of age, but not more than seventy (70) years of age, at the time of election to the board, and whose previous terms, together with the current proposed term, would not exceed twenty-one (21) successive years;

(c) is not of unsound mind;

(d) is not bankrupt;

(e) is a member of the Corporation;

(f) is not an agent or employee of the Corporation or the Corporation’s bankers;

(g) is not a director, officer or shareholder of an incorporated Insurance Brokerage or Insurance Agency associated with the Corporation which does not offer its shares for sale to the public, or any employee or agent of such Insurance Brokerage or Insurance Agency business associated with the Corporation;

(h) is not a director or officer of another Insurance Company which competes with or sells the same or similar insurance products as the Corporation; and

(i) is not a spouse, child, parent or sibling of any of the persons identified in subsections (f) through (h) inclusive.

In the event that an existing director no longer qualifies, such director shall thereupon cease to be a director. A director attaining the age of seventy (70) years during a term of office may serve out such term.

A director need not be a member of the Corporation at the time of their election or appointment as a director provided they consent in writing to being a director, and provided they become a member of the Corporation within 30 months of being elected or appointed as a director; and provided always that a majority of the directors are members of the Corporation.