Mandate and Corporate Governance

Mandate

The Ontario Financing Authority (the “OFA”) was established as an agency of the Crown, on November 15, 1993, by the Capital Investment Plan Act, 1993 (the Act). In accordance with the Act, the OFA:

• conducts borrowing, investment and financial risk management for the Province of Ontario (the Province);
• manages the Provincial debt;
• manages the Province's key financial relationships with investors, financial institutions, rating agencies and public bodies;
• provides centralized financial services for the Province including banking and cash management;
• advises ministries, Crown agencies and other public bodies on financial policies and projects;
• assists Crown agencies and other public bodies to borrow and invest money;
• acts at the direction of the Province in lending to certain public bodies;
• invests on behalf of some public bodies;
• with Ontario Power Generation Inc. (OPG), manages the investment activities of the Ontario Nuclear Funds; and
• carries out the day-to-day operations of Ontario Electricity Financial Corporation (OEFC) and provides a broad range of financial services to Ontario Infrastructure and Lands Corporation (Infrastructure Ontario).

In addition, the OFA’s objects include:

• promoting and enhancing the work on the OFA’s culture values of respect, innovation, teamwork and accountability;
• providing such other financial services as are considered advantageous to the Province or any public body; and
• any additional objects as directed by the Lieutenant Governor in Council.

Corporate Governance

Overview

The OFA is an agent of the provincial Crown characterized by a Management Board of Cabinet directive as a board-governed agency.

Corporate governance for the OFA involves processes that permit the effective supervision and management of the OFA’s activities by senior management, the Board of Directors supported by its committees, and the Minister of Finance. It includes identifying individuals and groups responsible for the Corporation’s activities and specifying their roles.

Accountability and Responsibilities

The OFA’s accountability structure flows from its governing statute, the Capital Investment Plan Act, 1993 (the Act). The Minister of Finance is the minister responsible for the administration of the Act with respect to the OFA. The Act, together with policies and directives issued by Management Board of Cabinet, form a framework under which the OFA is governed.

Each year, the Minister of Finance is required to table the OFA’s Annual Report in the Legislative Assembly. In addition, the Minister reviews and approves the OFA’s annual business plan. The Minister also maintains communications with the OFA, through its Chair, regarding government policies and issues relevant to the OFA.

The Chair is accountable to the Minister of Finance for the performance of the OFA in fulfilling its mandate. The Act provides that the Deputy Minister of Finance is the Chair of the OFA Board of Directors. The Chair is responsible for providing advice and information to the Minister with regard to the operation and affairs of the OFA. In addition, the Chair provides leadership to the OFA Board. As Deputy Minister of Finance, the Chair ensures organizational capacity in the Ministry to monitor the OFA and ensures that it manages its risks appropriately.

The Board is appointed by the Lieutenant Governor in Council and is accountable to the Minister through the Chair. The Board is comprised of both public servants employed by the Crown and independent directors. More information regarding public appointments is available here.

The Board values diversity and inclusiveness. In 2015 it adopted a Board gender diversity policy. Currently, the Board has an objective that 50% of its members, other than the Chair and the CEO, be women. The Board also adopted a term limit policy in 2017. Standards of conduct for Board members are set out in a Board-approved Code of Conduct.

The Board performs a supervisory role, overseeing the management of the business and affairs of the OFA to ensure the OFA’s mandate is fulfilled. The Board meets at least quarterly and receives regular reports from the CEO and OFA staff concerning the operations of the OFA and its compliance with applicable laws and policies.

There are also three committees of the Board to assist it in supervising the management of the OFA. The Audit and Risk Management Committee reviews and recommends approval by the Board of an annual internal audit plan and receives reports from the OFA’s internal auditors and the Auditor General of Ontario regarding internal controls and financial reporting. It also reviews financial policies and financial statements and recommends them to the Board. Another function of the Audit and Risk Management Committee is the review of the OFA’s major risks and mitigation strategies. The Human Resources and Governance Committee assists the Board in ensuring appropriate policies and procedures are in place relating to compensation for staff in critical areas and with respect to corporate governance. The ONFA Investment Committee supervises the OFA’s activities related to the investment of OPG’s Used Fuel Segregated Fund and Decommissioning Segregated Fund established under ONFA.

The CEO works under the direction of the Chair and the Board and reports the OFA’s performance to the Board. The CEO is responsible for managing the day-to-day operations and ongoing activities of the OFA, including the supervision of staff, in accordance with government policies.

The OFA’s employees are appointed pursuant to the Public Service of Ontario Act, 2006.