HighLiner Foods
Stock Update: $26.30 Change: +0.60 Vol: 30,594

Corporate Structure and Governance

Fire Roasted Tilapia
CORPORATE DISCLOSURE POLICY - August 2016

About Our Corporate Structure

High Liner Foods employs approximately 1540 people in Canada, the United States, China, Iceland and Thailand.

Our corporate headquarters are in Nova Scotia. Our registered Head Office is in Lunenburg, NS where our Corporate Shared Services primarily reside.  We also have a Corporate Head Office in Halifax, NS. We are publicly traded on the Toronto Stock Exchange under the symbol HLF.

In Canada, High Liner Foods Sales and Marketing is based in Concord, Ontario and focuses on serving the Canadian retail and food service markets. It is the home of High Liner, Canada's leading frozen processed seafood brand. Our processing plant in Lunenburg, NS completes the Canadian operations.

In the United States, High Liner Foods is headquartered in Portsmouth, New Hampshire and oversees the sales and marketing as well as production and distribution for all retail, club and food service markets in the USA.

High Liner Foods is the largest prepared seafood processing operation in North America, producing a wide range of products, from breaded and battered items to seafood entrees in its Lunenburg, NS, Newport News, VA, Portsmouth, NH, and New Bedford, MA manufacturing facilities. Although our roots are in the Atlantic Canadian fishery, we obtain our seafood, raw material and some finished goods for the operation from supply channels around the world, including Europe, East Asia, South America and Alaska.

Finished product in North America is held in our modern cold storage facilities, located in Lunenburg, NS, Peabody, MA, Portsmouth, NH, Newport News, VA, New Bedford, MA and at third-party cold storage centers, and is distributed throughout North America.

From our corporate headquarters in Nova Scotia, we have transformed our long and proud heritage into worldwide seafood expertise. We deliver on the expectations of consumers by selling seafood products that respond to their demands for sustainable, tasty, and nutritious seafood at good value.

Governance

High Liner Foods is committed to good corporate governance. 

We understand that our success is built on your trust. That’s why our Board of Directors undertakes an annual review of our governance structures and practices in reference to all regulatory requirements and good practices. The Board has continuously improved governance practices throughout the High Liner Foods’ organization.

The Statement of Corporate Governances Practices in the Company’s most recent Management Information Circular provides a complete description of High Liner Foods’ approach to corporate governance. We have included on this page the policies and documents that help us to maintain a culture imbued with our core value of integrity. 

Board and Its Committees

Director and Executive Positions

Governance Policies

 Board of Directors

 

A. BellA. Bell
Human Resources & Corporate Governance Committee
Toronto, ON
Director since 2014

Corporate Partner of the Canadian law firm Bennett Jones LLP. Previous board member of Assisted Living Concepts Inc.

Derek BuntainD. H. L. Buntain
Human Resources & Corporate Governance Committee
Brackley, PE
Director since 2006

President of Winterborne Management Limited, a Cayman Island management company and a director of other public and private companies. 

Jim CovelluzziJ.G. Covelluzzi
Audit Committee
Orchid, FL
Director since 2011

President of Crystal Cold Storage and Warehousing Inc., and Pier 17 Realty Trust  Inc. both in Massachusetts. Principal in Maplewood Ventures LLC and an investor in several private companies. Former CEO of Viking Seafoods Inc. until its sale to High Liner Foods in December 2010.

K. A. DeckerK. A. Decker
Executive Committee
President & Chief Executive Officer
Portsmouth, NH
Director since 2015

Became President and Chief Executive Officer of High Liner Foods in May 2015. Prior to his current role Keith held various senior management positions with High Liner Foods, including most recently the role of President and Chief Operating Officer.

Henry DemoneH.E. Demone
Executive Committee (Chair)
Chairman of the Board
Lunenburg, NS
Director since 1989

Past President and Chief Executive Officer of High Liner Foods until May 2015. Past Chairman of the National Fisheries Institute (NFI), and an Executive of the Groundfish Forum. Director and Corporate Governance and Human Resource Committee member, Saputo Inc., and a Director of Emera.

Rob DexterR.P. Dexter, Q.C.
Human Resources & Corporate Governance Committee 
Halifax, NS
Director since 1992

Chairman and CEO of Maritime Travel Inc., operating in excess of 100 travel shops in Canada under the trade names “Maritime Travel”, and “LeGrow’s Travel”. Counsel of Stewart McKelvey, appointed Chairman of the Board, Empire Company Limited and Sobeys Inc.  Director of BCE Inc.

Andy Hennigar 2015A. Hennigar
 Human Resources & Corporate Governance Committee
 Wellington, NS
Director since 2015

Director of Thornridge Holdings Limited, a major shareholder of High Liner Foods with additional investments in Environmental Industrial Cleaning operations, Financial Services, Property Management, Nursing Homes and Real Estate.

David HennigarD.J. Hennigar
Executive Committee, Nominating Committee
Vice Chairman & Lead Director 
Bedford, NS
Director since 1984

Executive Chairman of Thornridge Holdings Limited, the holder of 37.5% of the common shares of High Liner Foods, and a director of other public and private companies.

Shelly Jamieson resized(2)S.L. Jamieson
Human Resources & Corporate Governance Committee (Chair), Executive Committee and Nominating Committee
Toronto, ON
Director since 2012

CEO of the Canadian Partnership Against Cancer, a federally funded agency created to accelerate action on cancer control for Canadians.  Also serves on the National Advisory Board of Big Brothers, Big Sisters of Canada.  Formerly Ontario's highest-ranking civil servant as Secretary of Cabinet and Head of the Ontario Public Service.  Previously was Ontario's Deputy Minister of Transportation, President of Extendicare (Canada) Inc. (TSX:EXE). Serves on several not-for-profit boards.

J. Mahody - websiteM. J. Mahody
 Audit Committee
 Halifax, NS
Director since 2014

Is Executive Vice President & CFO, Chorus.  Previously held positions at Jazz Air LP, a subsidiary of Chorus, include Chief Operating Officer; Director, Finance; Director, Commercial and Resource Planning; Director, Six Sigma, and Director, Corporate Strategy. She serves on several not-for-profit boards and received her Fellowship Charter Accountant designation in 2013.

Andy MillerR.A. Miller
Audit Committee
St. John's, NL
Director since 2012

Is CEO of Linco Foods Systems of Trige, Denmark. He is a board member of Baader Linco Inc., based out of Kansas City. President of Andy Miller Consulting in St. John's, Newfoundland. Board member of Baader North America Corp. and the Canadian Centre for Fisheries Innovation.

Robert PaceR.L. Pace
Audit Committee (Chair), Executive Committee and Nominating Committee
Halifax, NS
Director since 1998

President and Chief Executive Officer of The Pace Group Limited, a private holding company. Chairman Maritime Broadcasting System, owner and operator of 24 radio stations in the Maritimes. Mr. Pace is Chairman of the Board of Directors of Canadian National Railway Company and director of several private companies.

Frank HLF Photo WebsiteF.B.H. van Schaayk
 Human Resources & Corporate Governance Committee
Hinsdale, Illinois
Director since November 2014

Held various executive roles within McCain from 1992 until his retirement in October 2014 with his most current role being Regional President - The Americas. Mr. van Schaayk holds a director role on various Boards for other private and not-for-profit entities.

Honourary Director

D.R. Sobey

Contact our Board

You may communicate with the Board of Directors through the Corporate Secretary's office in the following manner:

High Liner Foods Inc. Board of Directors
c/o Corporate Secretary
100 Battery Point, P.O.Box 910
Lunenburg, N.S.
B0J 2C0

OR
Email the Board of Directors

Matters relating to the Corporation's accounting, internal accounting controls or auditing matters will be referred to the Audit Committee. Other matters will be referred to the Board Chair or others as appropriate.