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Governance

Board Mandate

Our Board represents our shareholders and is the decision-making body for all matters deemed material to the business. The Board supervises the management of CN's business affairs, with the objective of increasing shareholder value.

In advising management on significant business issues, the Board has formal responsibility for:

  • Approving CN's strategy
  • Assessing and overseeing the succession planning of executive management
  • Monitoring corporate governance issues
  • Monitoring financial matters and internal controls
  • Monitoring pension fund matters
  • Monitoring environmental, safety and security matters

For more detailed information on these responsibilities, refer to the Management Information Circular.

Board of Directors

Meet our Board of Directors, some of today’s strongest business leaders and governmental officials — and the engines of a proactive governance culture at CN that has consistently adopted industry-leading standards.

The Board has subdivided its supervision mandate into four areas and has established committees that have certain responsibilities for these areas. The members of the board are listed below:

  CN Announces Change in Board of Directors – Julie Godin (PDF)

Robert Pace, D. COMM., C.M.
Chair of the Board
Canadian National Railway Company
President and Chief Executive Officer
The Pace Group
Committees: 2, 3
Jean-Jacques Ruest
President and Chief Executive Officer
Canadian National Railway Company

Shauneen Bruder
Retired Executive Vice-President, Operations
Royal Bank of Canada
Committees: 1, 2(C), 3
Denise Gray
President, LG Energy Solution Michigan Inc.
Committees: 1, 2, 3

Justin M. Howell
Senior Investment Manager, BMGI
Committees: 2, 3, 4
The Honorable Kevin G. Lynch, P.C., O.C., PH.D, LL.D.
Retired Vice-Chair
BMO Financial Group
Committees: 1, 2, 3(C)

Margaret A. McKenzie
Founder and former Chief Financial Officer
Range Royalty Management Ltd.
Committees: 1, 4
James E. O'Connor
Retired Chairman and CEO
Republic Services, Inc.
Committees: 1, 4

Robert L. Phillips
President
R.L. Phillips Investments Inc.
Committees: 1(C), 3
Laura Stein
Executive Vice-President – General Counsel & Legal Affairs, Corporate Affairs, Including ESG
Mondelēz International
Committees: 2, 4(C)



Committees:

  1. Audit, Finance and Risk
  2. Governance, Sustainability and Safety
  3. Human Resources and Compensation
  4. Pension and Investment

(C) Denotes chairman of the committee