Corporate Governance
The Legislative authority of the Corporation is set out in the Ontario Lottery and Gaming Corporation Act, 1999. Classified as an Operational Enterprise Agency, Ontario Lottery and Gaming Corporation (OLG) has a single shareholder, the Government of Ontario, and reports through its Board of Directors to the Minister of Finance.
Members of the Board of Directors and its Chair are appointed by the Lieutenant Governor in Council from various communities across the Province of Ontario. The Chair and members of the Board do not serve full-time and none are members of management.
Board Mandate
The Board of Directors sets policy for the Corporation and counsels the Chief Executive Officer and senior executives, who oversee the Corporation's business operations. The Board's mandate is to direct the Corporation's management with a view to optimizing the overall performance and increasing shareholder value in executing its various responsibilities:
- to establish a well-defined strategic planning process, setting strategic direction
- to approve the annual business plan as well as operating and capital budgets
- to define and assess business risks
- to review the effectiveness of internal controls in managing risks
- to appraise the performance of the Chief Executive Officer
- to oversee a code of conduct that ensures the highest standards in dealing with customers, suppliers and staff with due regard to ethical values and the interests of the community at-large in all corporate endeavours
- to track overall performance of the Corporation
- to remain informed and provide input as required concerning communications with the Government of Ontario and other stakeholders
- to ensure compliance with key policies, laws and regulations.
Board Committees
The Board of OLG operates with and through three permanent working committees.
Governance and Nominating Committee
The Governance and Nominating Committee assists the Board in developing and monitoring governance policies and practices. It helps identify policy areas for review and presents recommendations to the Board for consideration in order that the Board may ensure the Corporation's adherence to the highest standards in corporate governance. the committee also identifies individuals qualified to become directors, consistent with core competencies approved by the Board.
Audit and Risk Management Committee
The primary function of the Audit and Risk Management Committee is to assist the Board in fulfilling its oversight responsibilities by reviewing and monitoring the Corporation's financial statements, internal controls over financial reporting, capital expenditure program and risk management program as well as legal and ethical compliance systems that have been established.
Human Resources and Compensation Committee
The Human Resources and Compensation Committee helps ensure that the Corporation has sufficient organizational strength at the senior management level to achieve its short- and long-term goals. This committee also recommends, for Board approval, the compensation and benefit plans for senior management.