Corporate Governance

Responsibilities of the Board

Manitoba Public Insurance was created by an act of the legislature to achieve the corporation’s founding principles. The corporation’s Board, appointed by the Government of Manitoba, ensures that corporate policies are consistent with its public policy mandate. The Board is also responsible for policy development and approval, and provides oversight and monitoring. The Board consists of nine members. The President and Chief Executive Officer is an Ex-Officio Member of the Board and the Board Committees. There is currently one vacancy on the Manitoba Public Insurance Board of Directors.

The corporation has a comprehensive annual strategic planning process. The Board participates in the development and approval of a five-year strategic plan. From that document flow lines of business strategies, human capital forecasts, premises and technology requirements, as well as a financial forecast. Divisional plans and departmental strategies support the strategic plan.

Monitoring of companies is becoming stricter with the introduction of new compliance controls by government bodies and regulators. These entity level controls are designed to enforce and improve transparency, accountability and integrity and include controls to ensure that:

• ethical values including codes of conduct are communicated and enforced;
• human resources policies and procedures are adhered to;
• entity-wide risk assessment processes are in place;
• financial reporting information systems are continuously being monitored; and
• the corporation complies with all sections of various legislative Acts.

To support these compliance controls and in particular to protect the financial well-being of the corporation, an anonymous and confidential Whistleblower Hotline system has been created for the receipt, retention and treatment of complaints from employees. The corporation has also completed implementation of The Public Interest Disclosure (Whistleblower Protection) Act provisions.

As these matters are of paramount concern to the Board of Directors and senior management, the corporation has retained the services of an independent third party to collect information and provide reports directly to the Chair of the Audit Committee, the Corporate General Counsel and Manager of Internal Audit – recognizing that employees will be more likely to submit reports if they have a direct channel open to them with which they are comfortable.

Furthermore, it is the policy of the corporation to ensure there are no reprisals against any employee for accessing the Whistleblower Hotline and making a report, should the identity of the reporting employee become known despite stringent provisions for confidentiality. The purpose of the policy is to prevent and limit abuses of accounting, auditing and internal controls by disciplining those responsible, not to discipline those who report such abuses.

The corporation’s governance structure was reviewed to highlight accountability, organizational effectiveness and risk mitigation. All corporate risks were reviewed and a monitoring process is in place to ensure timely recognition and response. Specific Board responsibilities have been delegated to five committees that meet quarterly to monitor risk and provide direct oversight. For example, the Audit committee is responsible for evaluating about 40 specific risk profiles by likelihood and severity. These profiles were developed over time and are reviewed on an annual basis and placed into categories of high, medium and low risk. The Board committees include:

• Audit
• Budgeting and Operations
• Human Resources
• Investment
• Governance

Under the provisions of The Manitoba Public Insurance Corporation Act, the Board chairperson is required to provide the Minister Responsible for Manitoba Public Insurance with an annual report, which is subsequently reviewed by the Standing Committee of the Legislature. Additional oversight is provided by the Crown Corporation Council, a body given legislative authority to conduct a mandate and strategy review of provincial Crown corporations, and the Public Utilities Board, which approves Basic Autopac insurance rates.

Whistleblower Report

This report on the Whistleblower Hotline covers the fiscal year March 1, 2007 to February 29, 2008. During this reporting period, the corporation received two reports through the Whistleblower Hotline:

1. On March 14, 2007 the corporation received a report that, in one area, parking passes and corporate vehicles were not being properly assigned. An investigation disclosed that corporate guidelines were not being strictly adhered to and corrective action was taken. A reminder with respect to existing corporate policies was circulated to all staff within the unit.
   
2. On October 19, 2007 the corporation received a report regarding a potential conflict of interest involving one of its employees and a customer of someone related to the employee. A subsequent investigation revealed that the employee had disclosed their personal connection earlier and had taken informal measures to ensure a confl ict did not take place. In this particular incident, it turned out the employee was the only person available to provide the service.
   
   The investigation failed to disclose any form of collusion. Formal procedures were put in place to prevent such an incident from happening again. The corporation’s Conflict of Interest Guidelines were amended to specifically include incidents similar to this. Employees in the area are now required to declare, in writing, any outside relationships with vendor clients.
   

Both of these complaints have now been concluded.

The corporation has completed implementation of The Public Interest Disclosure (Whistleblower Protection) Act provisions as part of its overall Whistleblower program. Policies and procedures have been drafted and communicated to staff. No reports were received in the past fiscal year under The Public Interest Disclosure (Whistleblower Protection) Act.

Compliance to Legislative Authority Audit

In 2005, at the request of the Auditor General of Manitoba, the corporation’s external auditors undertook a pilot project to audit the corporation’s compliance with specified legislative and related authorities. The external auditors concluded that the corporation complied in all material respects with the specified legislative and related authorities.

The corporation determined there is value in this process. In 2006, the corporation engaged its external auditors to again conduct this audit, resulting in a finding that the corporation is in compliance in all material respects with the specified legislative and related authorities.

Compliance to Legislative Authority Sustainable Development Act

In accordance to Section 14 of The 1997 Manitoba Sustainable Development Act, the corporation can report that it had no reportable incidents during the period from March 1, 2007 to February 29, 2008. This incident involved a contractor’s employee releasing Freon from salvage vehicles, a controlled ozone depleting substance. The incident was reported to Manitoba Conservation and investigated. The contracted firm and its employees were disciplined and new procedures were put into place to prevent this type of event from occurring in the future.

The corporation has established sustainable development procurement guidelines to encourage sustainable development practices on the part of suppliers and business partners.

SOILS TESTING

Manitoba Public Insurance tests new properties to identify any environmental contamination issues. In 2007, new properties planned for development in Winnipeg and Selkirk were tested. Hydrocarbon contamination was identifi ed on one site and a remediation plan put into place before construction.

In 2007, the corporation also tested for the presence of heavy metals at its 1981 Plessis Road site. Sediment from 13 sampling locations in drainage ditches were tested with no or trace levels found. All levels were well below environmental thresholds.

WATER TESTING

The corporation annually tests the water quality of any facility that has a well as its main source of water. In 2007, testing found no signs of bacterial contamination in water samples.

The corporation annually tests run-off water from 13 sampling locations around its 1981 Plessis Road facility. In 2007, testing showed only minor traces of hydrocarbons and ethylene glycol at a small number of sampling locations. In all cases, the levels found were well below environmental thresholds.

WASTE AUDITS

Since 2003, the corporation has conducted waste audits at Cityplace, 1981 Plessis Road and a claims centre in order to evaluate the waste reduction and opportunities. During the reporting period, waste generation per person decreased by more than seven kilograms per person while the level of recyclable material being collected for recycling increased. The audit found that at the corporate headquarters in downtown Winnipeg, 64 per cent of all waste is being diverted from landfills while the other locations are diverting about 40 per cent of their waste.

RECYCLING AND THE USE OF RECYCLED GOODS

The corporation undertakes a number of programs to divert waste to other reusable forms. In 2007, it:

• Sold 26,045 vehicles through the salvage sales department to automobile recyclers or the public so the vehicles could be rebuilt or used for replacement parts in other vehicles;
• Used 85,330 recycled parts in claims repairs;
• Extracted Freon from air conditioning systems in 16,383 salvage vehicles;
• Extracted and used 22,654 litres of gasoline from salvage vehicles;
• Used 20.2 million sheets of 30 per cent recycled paper;
• Recycled 189.7 tonnes of paper and cardboard;
• Recycled 0.7 tonnes of plastic and metal containers;
• Recycled 1.1 tonnes of lead acid UPS batteries; and
• Purchased 145 used modular workstations from a company downsizing in the U.S.

FLEET VEHICLE MANAGEMENT

In 2007, the corporation’s fleet expanded its use of more fuel efficient and alternative fuel vehicles which now includes 20 gas/electric hybrid vehicles, and 22 E85 Ethanol fuel capable vehicles. Currently, 42 per cent of the corporate fleet is powered with fuel efficient four-cylinder engines.

FACILITIES MANAGEMENT

The corporation continues to apply sustainable practices in the construction and operation of its facilities, having adopted both the Leadership in Energy and Environmental Design (LEED) silver status for all future building projects, and the pursuit of Building Owners and Managers Association (BOMA) Go Green Plus certification for existing buildings.

The corporation’s newest claims centres employ a number of energy efficient materials, designs and systems including high-efficiency insulation and windows, ground source heat pumps, glycol heat recovery systems, variable speed motors, energy efficient lighting, natural light and occupancy lighting controls, temperature sensitive block heater plugs, and water conserving fixtures.

In older buildings the corporation monitors utility consumption and pursues sustainable upgrades during lifecycle replacement or major renovations by adding many of the features found in its newer buildings.