Skip to Main Content

2025 Canada Spencer Stuart Board Index

An in-depth look at board composition, governance practices, director compensation and other information from 100 top Canadian companies
February 2026

In the 29 years that we have produced the annual Canada Spencer Stuart Board Index (CSSBI), we have seen boards of directors for Canada’s top companies evolve from a compliance orientation to one with a stronger strategic focus and engagement as stewards of long-term value.

That’s important for boards today as they navigate a landscape of heightened uncertainty and scrutiny. They must guide their companies through intensifying market challenges at the same time that they face growing scrutiny on their own composition and succession practices from shareholders, proxy advisers and regulators.

Directors with a wide breadth of experience and expertise are needed to help their companies contend with long-term priorities such as technology innovation, energy transition and leadership succession. Meanwhile, they must also provide guidance on short-term challenges, such as the long-simmering trade and geopolitical tensions that could impact both Canadian enterprises and Canada’s economy itself.

The upshot is that the composition and quality of corporate governance at Canada’s largest companies is as important today as ever before. Much is at stake, and boards will need to be up to the task.

Download

10%

Turnover of NXDs across the entire index, consistent with the long-term average

63%

Boards with mandatory retirement age and/or term limits, equal to 2021

60%

NXDs with company or allied industry experience, below the five-year average of 66%

49%

Share of newly appointed NXDs who are not residents of Canada, a record high

About the CSSBI

The 2025 CSSBI looks at the latest trends in board composition, board governance practices and director compensation for 100 of Canada’s largest publicly traded companies. This includes board compensation practices, trends and benchmarks for non-executive directors (NXDs), board chairs, lead directors, committee chairs and committee members; equity compensation for NXDs; scheduled board and committee meetings; and travel.

 

Frequently Asked Questions (FAQs)

>What are the top issues for Canadian boards today?

Board composition and succession practices are under increasing scrutiny from shareholders, proxy advisers and regulators, as they often see a strong board as the difference between resilience and failure during disruptive times.

Meanwhile, volatile market conditions are expected to continue for at least the near future — starting with the long-simmering impact of trade and geopolitical tensions on Canadian enterprises and on the Canadian economy in general. The upshot is that value creation will likely be more challenging in the next decade than in the past — boards need to be up to the task.

>What are boards looking for in new directors?

Boards are looking for proven, “battle-tested” candidates with market credibility. They are also seeking “best athletes,” value creators with a breadth of expertise, particularly as directors on other boards of public companies of meaningful scale and complexity, and with similar performance and investor dynamics. Other key factors for director succession planning going forward will include openness to a shorter board tenure, as well as prior executive and/or board-level experience in activist investor settings.

>Why are Canadian boards recruiting non-Canadians as directors?

Many boards find it necessary to look beyond the Canadian prospect pool for the desired domain expertise or experience levels. Cross-border recruitment also is used to bolster the ranks of historically underrepresented groups; in particular, about half of all cross-border recruits to CSSBI boards were women or visible minorities (based on self-identification).

Also worth noting is the importance of U.S. operations for many top companies in Canada. While U.S.-based candidates may feel tonally “off,” we expect that the United States will remain a prime source of governance talent for Canadian boards.

>How can boards manage investor involvement during director succession planning?

Canadian boards, as in other markets, are facing increasing pressure from investors seeking higher performance, strategic shifts, asset sales, and, frequently, wholesale board or top-management changes. In particular, NXDs appointed as part of investor or activist slates or cooperation agreements with large investors are well represented in the 2025 CSSBI.

Three essential practices can help boards as they prepare to engage with stakeholders:

  1. Proactively assess the board and identify potential gaps and vulnerabilities.
  2. Enhance the narrative on board composition disclosures.
  3. Commit to a culture of regular board refreshment.