SC Board

The SC is a representative board with 7 pension plan member representatives and 7 employer representatives.  Members are appointed by their Sponsoring Organizations (as outlined in By-Law No. 4) for a three-year term.  Terms are staggered to ensure ongoing continuity and effectiveness of the Board.

The Board is headed by two Co-Chairs, one appointed by the pension plan member representatives and the other appointed by employer representatives, each on an annual basis.  A weighted voting protocol is employed by the SC (as outlined in By-Law No. 4).   The Co-Chairs participate in all committee meetings, unless requested otherwise by the committee chairs.

At the end of each year, the Board sets a meeting schedule for the following year.  Typically, there are 7 – 10 Board meetings and a Spring and Fall Information meeting for stakeholders.   In addition, there are between 2 – 4 joint meetings of the SC and OAC Boards.
SC Members owe a fiduciary duty to the SC and must act in the best interests of the SC.  That best interest has been articulated by the SC as follows:

“The best interests of the Sponsors Corporation include governance and decision-making practices which support the health and long-term viability of the jointly-sponsored OMERS pension plans, and give due consideration to the interests of the stakeholders and other relevant circumstances.”

The SC is primarily responsible for the design of the OMERS pension plans, setting contribution rates, establishing reserves (if any), determining when to file a valuation, approving third party management agreements, determining the terms and conditions for employer participation in the plans, amending the existing plans and establishing new pension plans, as well as determining the composition and remuneration of the Boards of the OAC and SC.

Other key responsibilities related to the SC’s mandate and general oversight role include:

Financial oversight, including:
  • Appointment of an independent auditor
  • Approval of annual audited financial statements
  • Ensuring effective and appropriate internal control procedures are in place
  • Approval of the SC’s annual budget
  • Approval of compensation and expense reimbursement policies for members of the SC and OAC
  • Appointment of the SC’s actuary
  • Receiving and reviewing the annual actuarial valuation report
  • Seeking advice and assistance from, and liaising with, the OAC in accordance with the SC/OAC court-approved protocol and the Framework Agreement, as appropriate
  • Ensuring compliance with any governmental funding arrangements or agreements
  • Seeking reimbursement from the OAC for SC costs that may lawfully be paid out of the OMERS pension plans
  • Levying fees on pension plan members to cover SC costs that may not be paid out of a pension fund
Leadership oversight, including:
  • Selection, replacement, performance evaluation and compensation of the SC’s CEO
  • Approval of the SC’s strategic plan and the operating/business plan
  • Approval of staff levels, succession planning and compensation structure
  • Approval of training, continuing education programs and conferences for Members
Governance and Risk Management oversight, including:
  • Ensuring compliance with legal and regulatory requirements
  • Annual review of external advisors/suppliers
  • Approval of the powers, mandate, size and composition of the SC’s committees
  • Establishing corporate by-laws, policies and protocols
  • Approval of rules of procedure for meetings
  • Approval of the composition and the methods of choosing the members of the OAC and SC
  • Approval of the code of conduct applicable to Members and staff
  • Ensuring adherence to corporate policies and protocols
  • Ensuring the performance of the SC’s Board is reviewed annually
  • Ensuring the SC’s By-Laws, policies and protocols are reviewed as required
  • Communication with stakeholders and government agencies, as required