Roles and responsibilities of the Board of Management

The Canada Revenue Agency’s (CRA) Board of Management (Board) is responsible for overseeing the organization and administration of the CRA with a view to both the best interests of the Agency and the long-term interests of the Government. To fulfill this oversight role, the Board is expected to bring a forward-looking, strategic perspective to the CRA's operations and foster sound management and service delivery.

The Commissioner-Chief Executive Officer (CEO), who is a member of the Board, is accountable to the Board for the Agency's performance and informs and advises the Minister on matters affecting public policy, finances or other matters the Minister deems necessary. The Minister is, in turn, accountable to Parliament for the performance of the Agency.

The Board fulfills its responsibilities with the assistance of four committees, which undertake much of the detailed work of the Board – the Governance, Audit, Human Resources, and Resources Committees.

Core competencies, knowledge, and experience required of the Chair of the Board

The following is the list of core competencies, knowledge, and experience required by the Chair of the Board:

• Organization and leadership: demonstrated leadership and decision‑making qualities and organizational abilities to ensure that Board meetings are conducted in an efficient, effective, and focused manner.
• Corporate governance: extensive experience in corporate governance, including the co-ordination of committees and the selection of committee members; capacity to ensure proper deliberations on all matters requiring the Board's attention; demonstrated ability to ensure cohesion of direction and purpose at a policy and strategic level.
• Strategic outlook and alignment: ability to take a broad, holistic, and strategic view of an organization; capacity to grasp the meaning of trends and interrelationships between an organization and its environment; ability to connect strategies to specific activities and to the achievement of an organization’s objectives.
• Corporate management: demonstrated experience in successfully managing large organizations with a demonstrated ability to identify problems, review strategies, and maintain accountability; experience in board capacity development and succession planning.
• Team and consensus-building: demonstrated ability for team and consensus-building; excellent listening skills in order to act as a sounding board for the Commissioner-CEO and other directors, and to build relationships with the members of the Board; ability to foster a constructive and harmonious relationship between the Board and Agency management.
• Communications and public relations: demonstrated communications experience in order to speak on behalf of the Board, when required.

Core competencies, knowledge, and experience required of directors of the Board

A strong and engaged Board, one with the right mix and calibre of members, is essential to carrying out its responsibilities and ensuring the effective governance of the Agency. This is attributed to members possessing the appropriate core and specific attributes and skill set.

The following is the list of core competencies, knowledge, and experience required by each member of the CRA Board of Management:

• Strategic leadership: ability to see the big picture, to ask relevant and probing questions at the strategic level, to challenge management's assumptions when needed, and to differentiate between governance and management responsibilities.
• Collegiality and mature confidence: ability to work as part of a team and to respect others; ability to raise challenging questions in a manner that encourages open discussion.
• Informed and sound judgement: ability to provide wise, thoughtful counsel, to analyze and consider different stakeholders' perspectives, to understand situations and problems by addressing underlying issues.
• Ethics, integrity, and accountability: ability to demonstrate high ethical standards and integrity, to act on and remain accountable for Board decisions, to meet the accountabilities outlined in the law and in by-laws of the Board, to see oneself as serving the interest of Canadians.
• Impact and influence: awareness of the impact of organizational issues, policies, and decisions on public interest and concerns; capacity to be sensitive to the differing needs and agendas of multiple stakeholders and to act to convince or influence others in order to have a specific and positive impact or effect.
• Risk management: ability to understand the inherent risks in large complex organizations and to integrate the management of risk into the organization’s planning, decision-making, and reporting mechanisms.
• Financial acumen: ability to read and understand financial statements and the organization's financial performance, including the ability to assess the financial impact (whether internal or external) of a decision or circumstance.
• Public policy: experience in or knowledge of Canadian public policy issues.
• Track record and personal achievement: demonstrated history of professional/personal achievement, with superior credentials and recognition that reflect the highest standards. Governance experience on a corporate, public or not-for-profit board is preferred.

Collective competencies, knowledge, and experience required by the Board

The following is the list of competencies, knowledge, and experience required by directors collectively but not necessarily by each director. The definitions provide guidance in the assessment of a candidate’s individual competencies:

• Change management and innovation: Experience in leading successful transformational change and increasing innovation in a medium / large complex organization.
• Complex multi-dimensional client service: Experience in a senior leadership role in a large, multi-dimensional service industry firm or division of a firm with a broad footprint and wide geographic delivery requirements. Customer service experience should include at least one of the following areas: the customer experience, marketing, digital services and call centre management.
• Internal and external communications: senior level leadership in communications or public relations for a large organization; experience providing strategic communications services or advice to clients and/or within a large organization.
• Finance and accounting: Senior executive in finance, including such positions as Chief Financial Officer (CFO) or internal auditor, or previous experience with profit and loss responsibility in a medium to large corporation; may possess a professional accounting designation, including chartered accountant, certified general accountant, and certified management accountant.
• General management: Experience in the planning, leading, organizing, and control functions within complex, multi-dimensional organizations; experience in providing the overall strategic planning and direction within an organization.
• Governance: Experience in a public, private, or not-for-profit corporation as a CEO, CFO, corporate secretary, general counsel, board member, or other leadership position in governance.
• Government relations: Experience in providing senior level communications, marketing, public relations, relationship-building and/or strategic services to federal, provincial, and/or municipal government stakeholders.
• Human resources: Senior executive level in human resources in a large public or private organization; consultant specializing in a human resources area, such as compensation and benefits, organizational development, learning, or leadership development.
• Information technology: Senior level (e.g. CEO, Chief Information Officer, Consulting Director, General Manager) experience in a medium to large organization in the technology sector.
• Law: Degree in Law; may possess membership in a Bar Association or Law Society; preferably with experience in corporate, commercial, labour or other business law practice.
• Management of complex medium or large organizations: Experience in a leadership role in a private/public organization with gross annual revenue/budget greater than $100 million.
• Performance measurement: Experience in a senior leadership role in the development and advancement of a performance measurement framework or regime, including, but not limited to, the planning, monitoring, and reporting of results against stated organizational targets and objectives.
• Public sector management / administration including understanding of social policy: Experience in a leadership role with public sector boards, agencies, departments, commissions, or Crown corporations; executive level experience (e.g. President, Professor, Executive Director) in an educational, governmental, not-for-profit or other organization dealing with social issues (e.g. environment, education, governance, monetary and/or fiscal policy, poverty, multiculturalism, inequality, gender).
• Risk Governance: Experience as a Chief Risk Officer, or in a leadership role dealing with the components of risk governance (e.g. risk identification, assessment, control, mitigation, monitoring, or reporting of risks within organization). Senior-level experience dealing with the reputational, financial, and organizational implications of risks.
• Strategic planning: Experience as a CEO, Chief Operating Officer, or other senior leadership position in corporate strategy and planning (e.g. Vice President, Strategy, Corporate Planning, or Marketing). Experience asking relevant and probing questions at the strategic level, challenging management, and differentiating between governance and management responsibilities.
• Working ability in both official languages

Representation and diversity

On the basis of competence and equity, all necessary steps will be taken to help ensure gender parity and that Indigenous Canadians, minority groups and people with disabilities are better reflected in positions of leadership to reflect the Canadian population.

Working conditions

Board members are expected to make a personal commitment to participate on committees and to attend the Board and committee meetings, including preparing for the meetings by reading all briefing and background material provided in advance.

The Board of Management normally meets face-to-face on a quarterly basis for two consecutive days, at CRA headquarters in Ottawa.

Board materials are distributed to members via an electronic secure online portal. Members are expected to both review the Board material and participate in the Board meetings through the use of this portal. Secure digital access is provided and must be used.

Teleconference calls are scheduled for the Board or a committee to deal with specific Agency business items.

Board members are paid an annual retainer and a daily fee for their preparation for and attendance at Board and committee meetings. The retainer and fee amounts are set by the Governor in Council. When absent from their usual place of residence, Board members are also reimbursed for reasonable travel and living expenses incurred in the course of their duties.

As a part-time Governor in Council appointee, every Board Member is subject to the Conflict of Interest Act and the Conflict of Interest and Ethical and Political Activity Guidelines contained in the Board of Management Governance Manual.

Board collective experience

In reviewing the collective experience of the Board, specific areas of focus are defined as needs evolve. In 2018, priorities were concentrated in the area of information technology.

To ensure the Canada Revenue Agency has a strong and diverse Board, individuals with experience in gap areas are given priority.