Corporate Governance

AGF’s Board is responsible for the stewardship of the Corporation, including overseeing the conduct of the business and affairs of the Corporation. The Board has a written charter that is reviewed annually. All material relating to the strategic plan, which takes into account the risks and opportunities of the business, is reviewed at least annually by the Board and discussed with management. Any transaction having a significant impact on the strategic plan and other significant decisions that affect the AGF Group of Companies is approved by the Board. In addition, each director annually completes a Board and Board Committee Effectiveness Evaluation questionnaire and a Self-Assessment questionnaire, the results of which are taken into consideration for the annual election of directors and appointment of Board committee members. The Board appoints the Chief Executive Officer and other executive officers.

The Board meets with senior executives on a regular basis to receive and consider reports on the affairs of the Corporation. The Board expects these reports to be comprehensive, accurate and timely. All material communications to shareholders are approved by the Board. Additionally, the Board reviews and approves annual and interim reports to shareholders, including financial statements and management’s discussion and analysis.

Board of Directors Charter

 

Shareholders may contact the Board of Directors of AGF Management via email at boardofdirectors@agf.com

AGF Management Limited’s Board has eight directors, the majority of whom are independent from management. The independent directors are: Jane Buchan, Ian Clarke, Laura Dottori-Attanasio, Charles Guay, Cybele Negris, and G. Wayne Squibb (lead director). Representatives from management on the Board are Blake C. Goldring and Judy G. Goldring. Blake C. Goldring indirectly owns all of the voting shares of Goldring Capital Corporation, which owns 100% of the voting shares of the Corporation. Blake C. Goldring and Judy G. Goldring are indirect shareholders of Goldring Capital Corporation and are parties to a unanimous shareholders’ agreement. 

AGF Management Limited (AGFML) is committed to ensuring its corporate governance practices evolve with best practices. Each of its directors is actively engaged in his or her duties as a steward of the Corporation, tasked with the protection and promotion of shareholder interests. To help galvanize the alignment of interests, AGFML’s Board has established a policy that each board member own at least three times his or her annual retainer in AGF Class B Non-Voting shares and/or Deferred Share Units.

AGF operates in a highly regulated environment and complies with all legislative and regulatory requirements for its businesses. Regulators include securities commissions and regulators of financial institutions in the respective jurisdictions in which AGF operates.

Best Practices in Corporate Governance in Place at AGF Management Limited

  • All three of the Board’s committees meet independence guidelines in terms of composition.
  • The Board conducts an annual review of its performance, the performance of each of the Board’s committees, and the performance of each director.
  • All directors are required to own at least three times their annual retainer in AGF Class B Non-Voting shares and/or Deferred Share Units. Effective December 1, 2022, new directors have 5 years upon appointment to obtain such ownership.
  • At each meeting of the Board and Board committees, time is specifically reserved for independent discussion without management present.
  • An orientation and education program is in place for all new directors, as well as a continuing education program for all directors.
  • All directors, officers and employees of AGF must acknowledge their adherence annually to AGF’s Code of Business Conduct and Ethics.

All directors, officers and employees of AGF are subject to a code of business conduct and ethics (the 'Code') that outlines the standards by which they must conduct themselves in their business dealings. Compliance with the Code is a matter of utmost importance, and a breach of any of its provisions is grounds for warning, revision of responsibilities, suspension or dismissal, with or without notice, depending on the particular circumstances. All directors, officers and employees of the AGF Group are required to acknowledge their understanding and agreement to comply with the Code annually.

Full disclosure on corporate governance practices including board and committee charters is included in the Annual Information Form.

Code of Business Conduct and Ethics

AGF's Board of Directors

Blake C. Goldring

Blake C. Goldring

C.M., OOnt, M.S.M., CD, LL.D. CFA (2000)
Executive Chairman, AGF Management Limited
Jane Buchan

Jane Buchan

PhD, CAIA (2017)
Chief Executive Officer, Martlet Asset Management LLC
Ian Clarke

Ian L.T. Clarke

CA, FCA, ICD.D (2022)
Corporate Director
Laura Dottori-Attanasio portrait

Laura Dottori-Attanasio

(2024)
Chief Executive Officer, Element Fleet Management
Judy Goldring

Judy G. Goldring

LL.B, LL.D, ICD.D (2007)
Chief Executive Officer, AGF Management Limited
Charles Guay

Charles Guay

(2017)
President, CG&CO Performance
Cybele Negris portrait

Cybele Negris

ICD.D, GCB.D (2022)
CEO and Co-Founder of Webnames.ca
G Wayne Squibb

G. Wayne Squibb

(2009)
President and CEO, Realstar Group and Lead Director, AGF

Executive Chairman, AGF Management Limited

Blake C. Goldring joined the AGF Board of Directors in 2000 and is the Executive Chairman of AGF Management Limited (AGF). He first joined the firm in 1987 and held a series of senior positions before being appointed President in 1997, CEO in 2000, and CEO and Chairman in 2006.

As Executive Chairman of AGF, Blake provides guidance and counsel to the CEO in setting the mission, vision and strategic direction for the firm. He also provides counsel to AGF’s Executive Management Team and plays a key role supporting the firm’s strategic relationships, while also providing leadership to AGF’s Board of Directors.

Blake believes in giving back to his community and supports initiatives related to the arts, education, health and the Canadian military. He has experience sitting on a number of private and not-for-profit boards.

Blake has received numerous honours in recognition of his personal and professional achievements, including both the King Charles III Coronation Medal in 2025 and the Queen’s Diamond Jubilee Medal in 2012. He was named a Member of the Order of Ontario in 2024, a Member of the Order of Canada in 2018 and received honorary degrees from The University of Toronto, Victoria University (University of Toronto) and the Royal Military College.

Blake holds an Honours BA in Economics from the University of Toronto and an MBA from INSEAD in France. He is also a member of the Toronto Society of Financial Analysts, a CFA® charterholder and a Fellow of the Institute of Canadian Bankers.

Chief Executive Officer, Martlet Asset Management LLC

Jane Buchan joined the AGF Board of Directors in 2017. She is Chair of the Human Resources and Compensation Committee and a member of the Nominating and Corporate Governance Committee and the Audit Committee. Jane is the Chief Executive Officer of Martlet Asset Management, a private business. She is currently Chair and a Trustee of the Standards Board of Alternative Investments (SBAI). Previously, she was the CEO of Pacific Alternative Asset Management Company (PAAMCO) where she co-founded the firm and grew it to over $32 billion (PAAMCO Prisma) at her retirement. She also served as Director and Chairwoman of the Board for the Chartered Alternative Investment Analyst Association (CAIA) until 2018, and as a member of the Board of Directors for Globe Life Inc. (NYSE: GL) from 2005 until 2024.

Jane serves as a member of the Board of Directors for IMMIX (NASDAQ:IMMX) as well as one private company. She is a founding Angel for 100 Women in Finance, a Trustee and Chair of the Investment Committee for Reed College, a Trustee and Chair of the Investment Committee for the Arnold & Mabel Beckman Foundation, a Trustee and member of the investment committee for the University of California, Irvine Foundation among other philanthropic activities.

She holds a BA in Economics from Yale University, and a MA and PhD in Business Economics/ Finance from Harvard University.

Corporate Director

Ian Clarke joined the AGF Board of Directors in 2022. He is Chair of the Audit Committee and a member of the Human Resources and Compensation Committee.

Before retiring in 2022, Ian was Chief Financial Officer and a Board Member for the Greater Toronto Airports Authority. During his tenure at the GTAA he also took on responsibility for Commercial and Business Partnerships and Strategy and Business Analytics.

Prior to this, Ian was Chief Financial Officer, Business Development at Maple Leaf Sports and Entertainment Ltd. (“MLSE”) for 26 years. During his tenure at MLSE Ian was responsible for finance, administration, regulatory filings, collective bargaining negotiations, bond and loan restructuring. In this role, he led the financial due diligence and tax structuring of the Raptors and Air Canada Centre acquisition by Maple Leaf Gardens Ltd. He also led and negotiated the acquisition of the Toronto FC expansion, the development of BMO Field and the Maple Leaf Square project.

Ian is a Board member for the Canadian Olympic Committee and Altria Group Inc. He is also a Board member for First Capital Reit serving as Chair of the Audit and Risk Committee.

He was previously a Board Member for the Toronto Foundation and St. Michael’s Hospital. He has led 10 volunteer missions to New Orleans, Jamaica and Kenya, building three schools, 14 homes and raising over a $1 million.

Ian is a Fellow Chartered Accountant and holds an Institute of Corporate Directors, Director designation.

Chief Executive Officer, Element Fleet Management

Laura Dottori-Attanasio joined the AGF Board of Directors in 2024 and is a member of the Audit Committee and Human Resources and Compensation Committee.

Laura Dottori-Attanasio is currently serving as the CEO of Element Fleet Management, the largest publicly traded pure-play automotive fleet manager in the world.

Before joining Element, Laura led the Personal and Business Banking division at one of Canada's largest financial institutions. Prior to this role, she oversaw the institution's Risk Management activities as the Chief Risk Officer and the Global Corporate Banking and Trading Room Credit in the Capital Markets division.

Beyond her professional achievements, Laura is deeply committed to making a positive impact on communities and creating brighter possibilities for everyone. She actively contributes to various charitable organizations.

Laura holds a bachelor’s degree in finance and economics from Western University and is fully bilingual in English and French.

Chief Executive Officer, AGF Management Limited

Judy Goldring joined the AGF Board of Directors in 2007 and is Chief Executive Officer of AGF Management Limited. In this role, she is responsible for the overall success of the firm, setting its strategic direction, vision, and mission.

She leads the executive team and works closely with the Board of Directors to set strategic direction and oversee operations and stakeholder relationships in support of AGF’s long-term growth. Judy also serves on the Boards of AGF Management Limited and AGF Mutual Funds, where she provides strategic oversight and vision to advance the firm’s continued success.

Judy is a respected industry leader with over 30 years of experience in a range of roles. She joined AGF in 1998 as General Counsel and held several positions with increasing responsibility across the firm.

In her most recent role as President and Head of Global Distribution, she oversaw the execution of strategic plans in support of business priorities and provided frequent counsel on business planning and direction for corporate initiatives. She was also responsible for the firm’s Private Client business.

Prior to being named President, Judy served as Executive Vice-President and Chief Operating Officer. In this role, she demonstrated leadership in promoting and supporting the firm’s operational effectiveness.

Before joining AGF, Judy specialized in regulatory and administrative law.

She received a Bachelor of Arts in Economics from the University of Toronto and earned her Bachelor of Laws (LL.B) from Queen’s University. Judy is a member of the Law Society of Upper Canada and has been a member of the Canadian Bar Association since 1993.

She received an Honorary Doctorate of Laws (LL.D) from the University of Toronto in 2019 and from Ontario Tech University in 2023. She is a successful graduate of the Competent Boards ESG Certificate Program.

Judy is the former Chair of the Board of Directors of SIMA (formerly IFIC). Beyond the investment industry, she has extensive experience supporting education, community development and health research. She served on the University of Toronto’s Governing Council from 2007 to 2016, including three years as Chair (2013–2016). Judy has also served on the boards of the Toronto French School, including as Chair, and the Children’s Aid Society Scholarship Committee, and was a lead fundraiser for the Juvenile Diabetes Research Foundation.

President, CG&CO Performance

Charles Guay joined the AGF Board of Directors in 2017 and is Chair of the Nominating and Corporate Governance Committee and a member of the Human Resources and Compensation Committee.

Charles has a long successful track record as an executive business leader & entrepreneur. After 25 years of leading financial services and HR tech corporations, Charles is now President & founder of CG&CO Performance, a boutique executive advisory firm.

From 2018 to 2024, Charles was President & COO of SuccessFinder, a leading global platform for leadership & talent intelligence, providing organizations powerful behaviour data and predictive insights. Prior to that, Charles was President & CEO of Standard Life Canada, Canada’s fifth-largest insurance company, successfully sold to Manulife in 2015 for 4 billion dollars, where he became EVP Institutional markets and also President & CEO Quebec for Manulife. Before joining Standard Life, he spent most of his career at National Bank of Canada leading their mutual fund and investment product division for 11 years as President & CEO of National Bank Investments. He started his career at RBC Dominion Securities as an investment advisor. He serves on several boards of directors, currently including Pomerleau Inc. and the Notre-Dame College Foundation. He is a recipient of several excellence awards, such as the “Top 40 under 40”, the Arista Quebec Young Executive of the Year award and the Hermès Career Achievement award of Laval University, from which he graduated in 1994 in business & finance.

CEO and Co-Founder of Webnames.ca

Cybele Negris joined the AGF Board of Directors in 2022 and is a member of the Nominating and Corporate Governance Committee and the Human Resources and Compensation Committee.

She is a tech CEO, serial entrepreneur, experienced corporate director, sought-after speaker, mentor, columnist and a Hall of Fame inductee of Canada’s Top 100 Most Powerful Women. Cybele is CEO and Co-Founder of Webnames.ca, Canada’s original .CA Registrar and Webnames Corporate (WebnamesCorporate.com), a leader in domain name portfolio management, enterprise DNS services and security for corporations and government.

She currently serves on the boards of several leading Canadian businesses, not-for-profits and institutions – including the Royal Canadian Mint – and brings insights gained from her extensive business and governance experience. She was named to the Women’s Executive Network (WXN) Canada’s Top 100 Most Powerful Women list four times and the PROFIT W100 list of Canada’s Top Female Entrepreneurs for nine consecutive years. She has also been recognized as one of Business In Vancouver’s Influential Women in Business, BC500 Most Influential Business Leaders for four years, and Top 40 Under 40.

She has been Vice-Chair to the Minister of Jobs Economic Development and Innovation on the Permanent BC Small Business Roundtable since 2009. As former Vice-Chair and current director of Science World, she’s a champion of the annual Girls & STEAM event and instrumental in attaining the annual Proclamation by the BC government of November 1-7 as Women and Girls in STEAM week over the past six years. She also served on the board of Telus Vancouver & Coastal Community board, recently ending her tenure there in 2025. As a Founding Visionary and Contributing Visionary of the Prosperity Project, Cybele co-chaired their Mentorship Program from 2021 to 2024 and continues to be actively involved in driving the vision of a prosperous Canada that champions the economic participation and success of all women.

President and CEO, Realstar Group and Lead Director, AGF

G. Wayne Squibb has been a member of the AGF Board of Directors since 2009 and Lead Director since 2018. He is also a member of the Nominating and Corporate Governance Committee, Audit Committee and Human Resources and Compensation Committee.

Wayne is the co-founder of Realstar Group and has been CEO since 1983. Realstar Group is one of the leading real estate investment and management companies in Canada focusing on strategic investing in the multi-unit residential rental, hospitality, and sports/entertainment sectors in Canada and the United Kingdom. The company holds the Canadian master franchise rights to the Days Inn, Motel 6 and Studio 6 hotel brands and previously owned and operated Delta Hotels and Resorts.

He has for many years been an active community minded citizen, serving on not-for profit and corporate boards such as St. Michaels Hospital, Sunnybrook Health Sciences Centre, Governor of University of New Brunswick, St. Georges College, Bishop Strachan School, and Director of Canada’s National Ballet, Sony Centre for Performing Arts and Toronto Community Foundation, among others.

Wayne holds a Bachelor of Arts and an Honorary Doctorate of Letters Degree from the University of New Brunswick.

Charles Guay (Chair)

Jane Buchan

Cybele Negris

G. Wayne Squibb

Committee Charter
  • Review, at least annually, committee charter as well as the charters of the Board and Board committees and recommend to the Board the adoption of or amendment to such charters.
  • Consider the size and composition of the Board to facilitate effective decision-making and make recommendations to the Board on changes to board composition.
  • Identify, review and make recommendations to the Board regarding new director nominees.
  • Evaluate the contribution of each individual director.

Jane Buchan (Chair)

Ian Clarke

Laura Dottori-Attanasio

Charles Guay

Cybele Negris

G. Wayne Squibb

Committee Charter
  • Review, assess and oversee human resources programs, including the executive compensation policies of the AGF group o f companies and to monitor the overall effectiveness of such programs in achieving the Corporation’s strategic objectives.
  • Annually review compensation and performance objectives of the CEO and other senior executive officers, CEO position description, and compensation and incentive plans
  • Review executive share ownership guidelines, public disclosure on executive compensation, succession planning, and oversee the Corporation’s diversity, equity and inclusion practices.
  • Review Director compensation and board share ownership requirements

Ian Clarke (Chair)

Jane Buchan

Laura Dottori-Attanasio

G. Wayne Squibb

Committee Charter
  • Oversee the integrity of financial reporting.
  • Oversee internal controls and disclosure controls.
  • Oversee the performance of the internal audit function, including the resolution of disagreements between management and the internal auditor regarding internal controls.
  • Oversee adequacy of compliance policies and review reports from regulators.
  • Be directly responsible for the selection, compensation, retention and oversight of the work of the external auditors, including the resolution of disagreements between management and the external auditors. The external auditors report directly to the committee.