Graham Savage is a member of the Corporation’s Board of Directors and the lead independent director.Mr. Savage recently retired as Chairman and Founding Partner of Callisto Capital, a merchant banking firm. Prior to that, Mr. Savage spent 21 years as a senior officer at Rogers Communications Inc., including as Chief Financial Officer from 1989 to 1996. Mr. Savage is currently a director of Canadian Tire Corp., Canadian Tire Bank, Cott Corporation and Postmedia Network Inc., and previously served as a director of Rogers Communications Inc., Sun Media Corp., Royal Group Technologies Ltd., Hollinger International Inc., and The Daily Telegraph (UK) among others. Mr. Savage is a graduate of Queen’s University, holding a post-graduate degree in Business Administration.
CEO and Director
Dave Brownlie is the President and Chief Executive Officer of Whistler Blackcomb. He is responsible for overseeing the strategic vision of the Corporation and the day-to-day management and operations of Whistler Blackcomb. Mr. Brownlie began his tenure with Blackcomb Skiing Enterprises Ltd. in 1989 as Director of Finance. In 1992, as Vice-President of Finance & Corporate Development, Mr. Brownlie accepted the overall responsibility for Panorama Mountain Village. Five years later, as Senior Vice-President of Finance, Mr. Brownlie co-led the successful integration of Whistler Mountain and Blackcomb Mountain operations into Whistler Blackcomb, which became the only ski resort in North America to reach over 2 million skier visits.
Mr. Brownlie has been President of Whistler Blackcomb since 2007 and he was appointed as Chief Executive Officer in 2012. As President, Mr. Brownlie was instrumental in the conceptualization and implementation of the Peak 2 Peak Gondola and he oversaw Whistler Blackcomb Holdings Inc.'s successful initial public offering on the Toronto Stock Exchange. Over the past 26 years, Mr. Brownlie has been integral to the vision, growth and success of Whistler Blackcomb and its development into the premier mountain resort in North America.
Mr. Brownlie is a dedicated community supporter and is a recipient of a Queen's Golden Jubilee Medal, awarded to Canadians who have made outstanding and exemplary contributions to their communities. Mr. Brownlie serves as a founding member and President of the Whistler Blackcomb Foundation as well as a member of the board of directors of Tourism Whistler, the Canada West Ski Areas Association (BC & Yukon) and the Minister's Council on Tourism (Government of British Columbia). Mr. Brownlie is a member of the Institute of Chartered Accountants of British Columbia and holds a Bachelor of Commerce from the University of British Columbia. In 2015, Mr. Brownlie received an FCA designation from the Institute of Chartered Accountants of British Columbia for distinguished service to the profession and community.
John Furlong is a member of the Corporation’s Board of Directors. Mr. Furlong was the Chief Executive Officer of VANOC and led the team that organized and delivered the Olympic Winter Games. Prior to Mr. Furlong’s appointment at VANOC, he was the President and Chief Operating Officer for the Vancouver 2010 Olympic Bid Committee. Mr. Furlong has been involved with athletics all his life, having competed at the international level in basketball, European handball and squash.Mr. Furlong has been a long-time member of the CanadianOlympic Committee and has led many high profile sports organizations in Canada, including Sport BC, the BC Summer and Winter Games and the Northern BC Winter Games. Mr. Furlong has received numerous sports-related accolades, including the IOC’s Olympic Order, the Canadian Olympic Order and the IPC’s Paralympic Order. In 2009,Mr. Furlong was named Canada’sMost Influential Sport Figure by both the Globe andMail and the Canadian Broadcasting Corporation.Mr. Furlong has been named an officer of the Order of Canada and given the Order of British Columbia. Mr. Furlong is the current board chair of Canada’s Own the Podium program.
Russell Goodman is a member of the Corporation’s Board of Directors, where he chairs the audit committee and is a member of the compensation committee. He also serves on the boards of directors of Gildan Activewear, where he is a member of both the audit and governance committees, and Forth Ports Limited, a major owner and operator of seaports in the United Kingdom. Mr. Goodman is also a member of the Investment Review Committee of Investors Group Inc., a subsidiary of IGM Financial Inc. Prior to July 1, 2011, Mr. Goodman was a partner of PricewaterhouseCoopers LLP in Canada (“PwC Canada”), where he held a series of senior positions in strategy, M&A, corporate restructuring, financing and litigation advisory services in Canada and the Americas. From 2001 to 2006, Mr. Goodman also served as Managing Partner of PwC’s offices in Montreal. Mr. Goodman skied on the Canadian National Alpine Ski Team from 1969 to 1975 at the World Cup and World Championships levels and has remained closely connected to the ski industry and to ski resort businesses. Mr. Goodman is a Fellow of the Quebec Order of Chartered Accountants, has been certified by the Institute of Corporate Directors and is a graduate of McGill University.
Scott Hutcheson is a member of the Corporation’s Board of Directors. Mr. Hutcheson is Chairman & CEO of Aspen Properties Ltd., a fully integrated privately held real estate company based in Calgary, Alberta. Together with investment partners, Aspen owns and manages over a half billion dollars in assets, comprising over 1.9 million square feet of office space and 2,083 parking stalls in the cities of Calgary and Edmonton. Prior to joining Aspen Properties, Mr. Hutcheson served as President of a real estate partnership in Florida that included a major university endowment fund. He was also previously employed as an investment banker for Goldman, Sachs & Co. in New York and San Francisco. Mr. Hutcheson skied on the Canadian National Alpine Ski Team from 1978 to 1982 and competed in the World Cup and the World Championships for Canada. Mr. Hutcheson was also a member of the NCAA Championship Ski Team during 1983 where he was First Team All-American. Mr. Hutcheson is a former Chairman of the National Ski Academy, and is currently a coowner and member of the Board of Directors of the Norquay Ski Area in Banff.
Eric Resnick is a member of the Corporation’s Board of Directors. Mr. Resnick is Managing Director of KSL Capital. He became Vice President, Chief Financial Officer and Treasurer of KSL Recreation in January 2001. He founded and became Chief Financial Officer of KSL Resorts in 2004 following the sale of KSL Recreation. From May 1996 to January 2001, he was an executive with Vail Associates, where he served as Vice President, Strategic Planning and Investor Relations, after having been Corporate Treasurer and serving in other capacities. Prior to Vail, he was a consultant with McKinsey and Company. He currently serves on the Board of Directors of KSL Resorts, ClubCorp, Western Athletic Clubs, Squaw Valley, Orion Expeditions, The United States Ski Team Foundation, Rocketship, The Denver Museum of Nature and Science, and The Vail Valley Foundation. He holds a B.A. with distinction in Mathematics and Economics (Phi Beta Kappa) from Cornell University.
Peter McDermott is a member of the Corporation’s Board of Directors. Mr McDermott is currently a partner at KSL Capital. He joined KSL in July 2003, serving as Director of Acquisitions and Corporate Finance at KSL Recreation through April 2004. He served in the same position at KSL Resorts following the sale of KSL Recreation. From 1997 to 1999, he was an investment banking Analyst at Alex. Brown & Sons and from 1999 to 2001 he was an Associate at J.H. Whitney & Co. he holds a B.A. in Economics (magna cum laude and Phi Beta Kappa) from Harvard College and an M.B.A. from the Stanford Graduate School of Business, where he was an Arjay Miller Scholar.
Michele Romanow is a member of the Company’s Board of Directors. Ms. Romanow is a senior marketing executive with Snap by Groupon and the co-founder of Buytopia.ca and SnapSaves, two leading ecommerce companies. Prior to that she was Director, Corporate Strategy & Business Improvement for Sears Canada. Ms. Romanow is also a Director of SHAD, a registered Canadian charity that empowers exceptional high school students – at a pivotal point in their education – to recognize their own capabilities and envision their extraordinary potential as tomorrow’s leaders and change makers.
Ms. Romanow has also been recognized as one of Canada's most powerful women by the Women's Executive Network and she was the only Canadian profiled in Forbes' top 20 "Millennials on a Mission". Ms. Romanow is from Calgary and currently lives in Chicago. She holds a Bachelors of Science in Engineering and a Master of Business Administration from Queen's University.”
Below is a summary of our committee structure and membership information.
Member | Chairperson | Financial Expert
|Audit Committee||Compensation Committee||Corporate Governance
& Nominating Committee
The Board of Directors is comprised of seven directors, six of whom are independent. Pursuant to National Instrument 52-110—Audit Committees, as amended from time to time ("NI 52-110"), an independent director is one who is free from any direct or indirect relationship which could, in the view of the Board of Directors, be reasonably expected to interfere with a director's independent judgment. Dave Brownlie is not independent under these standards as he is Chief Executive Officer of the Corporation.
Mandate of the Board of Directors
The Board of Directors is responsible for overseeing the conduct of the Corporation's business and supervising the management of the Corporation's business and affairs. Nominees for directors are initially considered and recommended by the Board of Directors' Corporate Governance & Nominating Committee, then approved by the entire Board of Directors and finally elected annually by the shareholders of the Corporation. The Board of Directors' key responsibilities relate to the stewardship of the Corporation, generally through management, to pursue the best interests of the Corporation, and will include the following: assessing the effectiveness of itself, its committees and its directors in fulfilling their responsibilities; appointing the Chair of the Board of Directors and the CEO; approving the terms of reference for the CEO and monitoring and reviewing the CEO's performance; approving decisions relating to senior management (including appointment and compensation); ensuring succession planning programs are in place; approving certain matters relating to all employees (including compensation strategy and new benefit programs); advising and counselling the CEO in the execution of the CEO's duties; adopting a written Code of Business Conduct and Ethics and monitoring compliance of such code; reviewing and approving the Corporation's strategic plan and in relation thereto approving annual capital and operating budgets which support the Corporation's ability to meet its strategic plan objectives; approving the entering into, or withdrawing from, lines of business that are, or are likely to be, material to the Corporation; approving material divestitures and acquisitions; ensuring management identifies the principal financial and nonfinancial risks of the Corporation and implements appropriate systems and programs to manage these risks; taking reasonable steps to ensure the implementation and integrity of the Corporation's internal control and management information systems; monitoring operational and financial results; ensuring the Corporation has in place effective communication processes with shareholders and other stakeholders and financial, regulatory and other recipients; and directing management to ensure the Corporation operates at all times within applicable laws and regulations and to the highest ethical and moral standards. Under the mandate, the Board of Directors is entitled to engage outside advisers, at the Corporation's expense, where, in the view of the Board of Directors, additional expertise or advice is required.
The Chair of the Board of Directors and Committee Chairs
The Board of Directors has adopted written terms of reference for the chair of the Board of Directors which set out the chair's key responsibilities, including duties relating to setting Board of Directors meeting agendas, chairing Board of Directors and shareholder meetings, director development and communicating with shareholders and regulators. The Board of Directors has also adopted written terms of reference for each of the committee chairs which set out each of the committee chair's key responsibilities, including duties relating to setting committee meeting agendas, chairing committee meetings and working with the respective committee and management to ensure, to the greatest extent possible, the effective functioning of the committee. These descriptions will be considered by the Board of Directors for approval annually.
The primary functions of the CEO are to provide leadership and manage the growth and diversification within the Corporation in accordance with the vision, mission, values and strategic objectives established and/or approved by the Board of Directors, and to lead the implementation of the resolutions and the policies of the Board of Directors. The Board of Directors has developed written terms of reference for the CEO which will set out the CEO's key responsibilities, including directing and monitoring the activities of the Corporation in a manner that ensures the strategic, operational and capital plans are met and that the assets of the Corporation are safeguarded and optimized in the best interests of the shareholders; recommending strategic plans to the Board of Directors and implementing the corresponding operational and capital plans; developing and maintaining an annual Board of Directors' approved plan for the development and succession of senior management; and managing and overseeing the required interfaces between the Corporation and the public and acting as the principal spokesperson for the Corporation. The CEO mandate will be considered by the Board of Directors for approval annually.
Code of Business Conduct and Ethics
The Corporation has a written Code of Business Conduct and Ethics that applies to all directors, officers, management and employees including those employed by subsidiaries.
The objective of the Code of Business Conduct and Ethics is to provide guidelines for maintaining the integrity, reputation, honesty, objectivity and impartiality of the Corporation, its subsidiaries and business units.
The Code of Business Conduct and Ethics addresses conflicts of interest, protecting the Corporation's assets, confidentiality, fair dealing with the Corporation's security holders, customers, suppliers, competitors and employees, insider trading, compliance with laws and reporting any illegal or unethical behaviour.
As part of the Corporation's Code of Business Conduct and Ethics, any person subject to the Code of Business Conduct and Ethics is required to avoid or fully disclose interests or relationships that are harmful or detrimental to the Corporation's best interests or that may give rise to real, potential or the appearance of conflicts of interest.
The Board of Directors, or the persons or committee appointed, have the ultimate responsibility for the stewardship of the Code of Business Conduct and Ethics.
The Code of Business Conduct and Ethics is available under Whistler Blackcomb Holdings SEDAR profile at www.sedar.com.