Governance

Our established and well-respected governance practices help us manage our responsibilities.

Governance overview

As one of Canada’s largest investor-owned power producer and wholesale marketer – and the provider of an essential service – we’re accountable to a large and diverse group of stakeholders. That includes shareholders and those impacted by our operations, not to mention millions who depend on us for their electrical power. Established and well-respected governance practices help us manage these responsibilities.

It’s the duty of our Board of Directors to ensure these practices are followed. Each Board member is fully engaged in establishing strategy and understanding risk. As a group, they have the skills and experience necessary to proactively coach and challenge senior management in all areas of our operation. Further, our approach to good governance and the practices that support them are clearly and publicly stated. You will find this information on the pages within this section.

Compliance with New York Stock Exchange standards

The New York Stock Exchange Listed Company Manual, Section 303A.11 (Foreign Private Issuer Disclosure), requires TransAlta, which is deemed to be a foreign private issuer, to disclose any significant ways in which its corporate governance practices differ from corporate governance practices followed by U.S. domestic issuers under NYSE listing standards. TransAlta’s corporate governance practices do not significantly differ from those followed by U.S domestic issuers.

Committees of the board of directors

TransAlta has four standing committees composed entirely of independent directors:

1. Audit, Finance and Risk Committee

   Thomas O’Flynn (Chair), Alan Fohrer, Candace MacGibbon, Bryan Pinney and Manjit Sharma
2. Governance, Safety and Sustainability Committee
   
Bryan Pinney (Chair), Alan Fohrer, Laura Folse and Sandra Sharman
3. Human Resources Committee

   Sandra Sharman (Chair), Candace MacGibbon and Manjit Sharma
4. Investment Performance Committee

   Laura Folse (Chair), John Dielwart, Thomas O’Flynn and James Reid

The Board has delegated certain responsibilities to each of these committees and has instructed each of them to perform certain advisory functions, to make recommendations and to report to the Board. Committee members are appointed annually, following the Annual Meeting of Shareholders, on the recommendation of the Governance, Safety and Sustainability Committee.