2016 Annual Report


Board of Directors

DUCA is governed by a Board of Directors (the “Board”) elected by our owners – the DUCA Members who bank with us. DUCA’s Board, comprised of nine Directors, elected to three-year terms, is your voice for how DUCA is governed.

The Board is responsible for ensuring the Credit Union is operated in a safe and prudent manner and adheres to standards of sound business and financial practices. In fulfilling its responsibilities, the Board ensures the Credit Union is operating in accordance with co-operative principles.

The Board carries out its duties by establishing, communicating, and monitoring the Credit Union’s adherence to its:

  • Corporate Values
  • Business philosophy and strategic direction
  • Financial soundness and performance
  • Quality of management
  • Risk appetite with respect to the management of key inherent financial and operating risks, and strategic risks

To fulfil this responsibility, the Board:

  • Exercises sound, unbiased judgment and decision making
  • Has appropriate qualifications and competencies individually and collectively that meet the competency requirements established in the Ontario Credit Unions and Caisses Populaires Act, 1994, S.O. 1994, c. 11 (“the Act”)
  • Diligently oversees risk management and control functions that are robust and independent of operating functions
  • Follows good governance practices
  • Seeks third party advice on matters for which Directors do not have direct knowledge and/or expertise



In accordance with the Credit Union’s by-laws, the Board of Directors established the following Committees in 2016:

  • Audit

    Audit Committee The Audit Committee’s mandate and duties are set out in the Regulations to the Act. The Audit Committee is responsible for reviewing the appropriateness and acceptability of the accounting principles and practices used in the financial reporting, changes in accounting principles or practices, and significant financial reporting issues and judgments made in connection with the preparation of the financial statements, including the effects of alternative methods on the financial statements. In addition, the Audit Committee reviews the adequacy and effectiveness of the internal accounting and financial controls, and the recommendations of management, the external auditors and the internal auditors, for the improvement of accounting practices and internal controls. The Audit Committee is responsible for recommending the approval of the annual financial statements to the Board.

  • Credit

    Credit Committee The Credit Committee’s role is to provide oversight and advice to the Management Credit Committee and evaluate those loan applications that require concurrence and approval in accordance with the Credit Risk Policy.

  • Elections

    Elections Committee The Elections Committee is responsible for, actively seeking Director candidates for election by soliciting nominations from the Credit Union’s Members and incumbent Directors, ensuring the total number of individuals, whose names have been placed in nomination as candidates, is at least equal to the number of vacancies to be filled in the election. The committee also assesses potential candidates, taking into consideration the overall composition and diversity of the Board, the competencies of the candidate as compared to the gap analysis, the Board’s leadership requirements, and the overall functioning of the Board.

  • Finance

    Finance Committee The Finance Committee is responsible for the review, oversight and approval of the Annual Operating Plan and its process. This committee is also accountable for the strategic planning process and the bi-annual forecast and works collaboratively with business units to identify strategic opportunities and risks and ensure plans are in place to address them.

  • Governance

    Governance Committee The Governance Committee is responsible for overseeing the adequacy and effectiveness of the Credit Union’s corporate governance policies and recommending any improvements to the Board, the annual assessment of the performance of the Board, its Chair, and Committee Chairs, and recommending action plans to address any assessed weaknesses. At least triennially, this committee reviews the amount, determination, and payment of remuneration to be paid to Directors in light of time commitment, responsibilities, and fees paid by comparable companies, and recommends changes to the Board.

  • Compensation

    Compensation Committee The Compensation Committee is responsible for annually reviewing, approving and monitoring the Credit Union’s compensation and benefits programs, including the development and administration of short-term incentive plans. The committee develops and recommends to the Board the criteria, measures, and targets for the CEO’s performance evaluation and coordinates the evaluation process, as well as reviews and evaluates the process by which the CEO evaluates the performance of the Executive Leadership Team.

  • Risk

    Risk Committee The Risk Committee is responsible for overseeing the Credit Union’s risk management activities to ensure they are adequately resourced, have the appropriate status and visibility throughout the Credit Union, and the Credit Union has the systems, processes, and capabilities in place to evaluate its overall risk profile. In addition, the Risk Committee reviews, approves, oversees, and evaluates the processes, controls, principles, reporting, and systems developed by Management to identify, evaluate, and oversee appropriate management of applicable risks, including the status of any remediation plans to rectify any deficiencies identified.

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