Gildan is committed to maintaining its strong corporate governance culture of integrity, accountability and transparency.
We consider strong and transparent corporate governance practices to be both an integral part of our environmental and social commitments and an important factor in our overall business success. Our strength in corporate governance begins with our Board of Directors. With eight out of our nine Board members, including the Chairman, independent of management, and with only independent directors sitting on the Board’s three committees, the Board is well-positioned to perform its stewardship role of overseeing the management of Gildan’s business and affairs, with the objective of increasing shareholder value. Gildan has been recognized for its accomplishments in corporate governance, including receiving high rankings in The Globe and Mail’s “Report on Business” corporate governance rankings year after year.
Gildan is committed to adopting and adhering to the highest standards in corporate governance, a commitment that includes adopting practices that go beyond simple compliance with applicable Canadian and U.S. securities legislation and the requirements of the Toronto and New York stock exchanges where Gildan shares are listed. Our Corporate Governance Guidelines reflect this commitment and we review these guidelines to ensure they remain consistent with evolving industry trends and best practices. As part of the Board’s commitment to maintaining an ongoing engagement process with the Company’s shareholders, the Board has once again offered shareholders the opportunity to cast, at the annual shareholders’ meeting, an advisory vote on the Company’s approach to executive compensation as disclosed in its management proxy circular. The Board has offered shareholders a “say on pay” each year since 2012.
Gildan remains dedicated to the highest standards of integrity and ethics as well as to environmental and social performance, all of which are embodied in our Code of Ethics, Code of Conduct, Environmental Policy and Environmental Code of Practice adopted by our Board of Directors. In fact, as part of its formal mandate, overall responsibility for monitoring and reviewing the Company’s environmental and social practices falls to our Board of Directors. In order to enhance this oversight role, the Board has delegated to the Corporate Governance and Social Responsibility Committee the specific responsibility to oversee Gildan’s policies and practices in such areas as environment, labour, health and safety, financial reporting, accounting, tax, operations and sustainability issues, as well as community and other stakeholder relations. Management provides a comprehensive report on corporate social responsibility and environmental matters to the Corporate Governance and Social Responsibility Committee at each of its quarterly meetings and highlights to the Committee key developments, issues and risks in these areas.
In order to ensure that Gildan implements a robust and comprehensive compliance framework for integrity and ethics and for environmental and social performance throughout the organization, the Corporate Governance and Social Responsibility Committee has established the Compliance Steering Committee. The Compliance Steering Committee is an executive-level management committee that operates under the leadership of the President and Chief Executive Officer and is responsible for overseeing the Company’s global compliance programs in such areas as ethics, environment, labour, health and safety and sustainability. The Compliance Steering Committee is ultimately accountable to the Board of Directors and reports on important compliance matters to the Corporate Governance and Social Responsibility Committee on a quarterly basis.
For more information on corporate governance, please visit the corporate governance page, in the investor relations section of our corporate website.
- Eight out of nine Board members are independent from management
- Gildan has adopted a comprehensive Code of Ethics, Environmental Policy, Environmental Code of Practice, and Code of Conduct
- Only independent directors sit on the Board’s three committees (Audit and Finance, Corporate Governance and Social Responsibility, and Compensation and Human Resources)
- Gildan’s Compliance Steering Committee, chaired by the President and Chief Executive Officer, reports directly to the Corporate Governance and Social Responsibility Committee of the Board
- Gildan has obtained high rankings in corporate governance in the Globe and Mail’s “Report on Business” corporate governance rankings for nine consecutive years (2007-2015)