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Board of Directors

TransCanada's Board of Directors are elected each year at the Annual Meeting of Shareholders. There are currently 11 Board members.

S. Barry Jackson (Chair)

Russell K. Girling

Kevin E. Benson

Derek H. Burney, O.C.

The Hon. Paule Gauthier, P.C., O.C., O.Q., Q.C.

Paula Rosput Reynolds

John Richels

Mary Pat Salomone

D. Michael G. Stewart

Siim A. Vanaselja

Richard E. Waugh, O.C.


S. Barry Jackson (Chair)
Age: 62
Calgary, Alberta, Canada
Director since 2002
Independent


Mr. Jackson is a corporate director. He is currently the Chair of the Board of TransCanada Corporation. Mr. Jackson is a director of WestJet Airlines Ltd. and Laricina Energy Ltd. (oil and gas, exploration and production). He was a director of Nexen Inc. (oil and gas, exploration and production) from 2001 to June 2013, serving as Chair from 2012, a director of Cordero Energy Inc. from 2005 to 2008, the Chair of Resolute Energy Inc. from 2002 to 2005, and the Chair of Deer Creek Energy Limited from 2001 to 2005. He was also a director of ENMAX Corporation from 1999 to 2002, Westcoast Energy Inc. from 2001 to 2002, and Gulf Canada Resources Ltd. from 2000 to 2001. Mr. Jackson was the President and Chief Executive Officer of Crestar Energy Inc. from 1993 to 2000. He has worked in senior management positions in the oil and gas industry since 1974. He was the Chair of the Canadian Association of Petroleum Producers in 1997.

Mr. Jackson has a Bachelor of Science in Engineering from the University of Calgary.

TransCanada Committee memberships

  • Governance Committee
  • Human Resources Committee

Other public board directorships

  • WestJet Airlines Ltd. (airline) (TSX)
TransCanada securities held
2014 2013
Common shares

39,000

39,000

Deferred share units

104,007

90,148

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Russell K. Girling
(President & CEO, TransCanada)
Age: 52
Calgary, Alberta, Canada
Director since 2010
Non-Independent


Mr. Girling has been the President and Chief Executive Officer of TransCanada Corporation and TCPL since July 1, 2010. Prior to his appointment, he served as Chief Operating Officer from July 17, 2009 to June 30, 2010 and President, Pipelines from June 1, 2006 until June 30, 2010. Previously, Mr. Girling served as Chief Financial Officer and Executive Vice-President, Corporate Development of TransCanada until May 31, 2006, and as Executive Vice-President, Power from 1995 until his appointment as Chief Financial Officer in 1999. Mr. Girling has held various other leadership positions since joining TransCanada in 1994. Prior to his employment with TransCanada, Mr. Girling held several marketing and management positions at Suncor Inc., Northridge Petroleum Marketing and Dome Petroleum. Mr. Girling was the 2012 City of Calgary and area Co-Chair of the United Way campaign. Mr. Girling is a member of Canadian Council of Chief Executives, U.S. National Petroleum Council and U.S. Business Roundtable.

Mr. Girling has a Bachelor of Commerce degree and a Master of Business Administration in Finance from the University of Calgary.

TransCanada Committee memberships

  • N/A

Other public board directorships

  • Agrium Inc. (agricultural) (TSX, NYSE)

TransCanada securities held

For information relating to the securities held by Mr. Girling, see the disclosure under the Executive Profiles section in TransCanada's Management Information Circular dated February 19, 2014.

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Kevin E. Benson
Age: 67
Calgary, Alberta, Canada
Director since 2005
Independent

Mr. Benson is a corporate director. He was President and Chief Executive Officer of Laidlaw International, Inc. from June 2003 to October 2007, and Laidlaw, Inc. from September 2002 to June 2003. Mr. Benson served as President and Chief Executive Officer of The Insurance Corporation of British Columbia from December 2001 until September 2002. He was also a director of the Calgary Airport Authority from January 2010 to December 2013.

Mr. Benson is a Chartered Accountant (South Africa) and was a member of the South African Society of Chartered Accountants.

TransCanada Committee memberships

  • Audit Committee (Chair)
  • Governance Committee
TransCanada securities held
2014 2013
Common shares

13,000

13,000

Deferred share units

53,253

46,694

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Derek H. Burney, O.C.
Age: 74
Ottawa, Ontario, Canada
Director since 2005
Independent

Mr. Burney is a senior advisor at Norton Rose Fulbright (law firm). He is the Chairman of GardaWorld’s (risk management and security services) International Advisory Board which position he has held since April 2008. He also became a member of the Paradigm Capital Inc. (investment dealer) Advisory Board in May 2011 and a member of the Ottawa Hospital Board of Governors in November 2011.

Mr. Burney was Chair of Canwest Global Communications Corp. (media and communications) from August 2006 to October 2010 and served as President and Chief Executive Officer of CAE Inc. from October 1999 to August 2004. Prior to that, he was Chairman and Chief Executive Officer of Bell Canada International Inc. from 1993 to 1999. He also served as lead director at Shell Canada Limited from April 2001 to May 2007.

Mr. Burney held various positions with the Canadian Foreign Service, including serving from 1989 to 1993 as Canada’s Ambassador to the United States. From 1987 to 1989, he was Chief of Staff to the Prime Minister and was directly involved in the negotiation of the Canada-U.S. Free Trade Agreement. In 1992, Mr. Burney was awarded the Public Service of Canada’s Outstanding Achievement Award and, in 1993, he was named an Officer of the Order of Canada.

Mr. Burney is Chancellor of Lakehead University. He was conferred Honorary Doctor of Laws Degrees from Lakehead University, Queen’s University, Wilfrid Laurier University, Carleton University and University of Windsor. He also holds an Honours Bachelor of Arts and Master of Arts from Queen’s University.

TransCanada Committee memberships

  • Audit Committee
  • Governance Committee (Chair)
TransCanada securities held

2014

2013

Common shares

7,040

5,790

Deferred share units

44,478

38,109

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The Hon. Paule Gauthier, P.C., O.C., O.Q., Q.C.
Age: 70
Québec, Québec, Canada
Director since 2002
Independent

Mme. Gauthier is a Senior Partner at Stein Monast L.L.P. (law firm). She has worked in the legal profession since 1967. In addition to public board directorships, Mme. Gauthier is also a director of the Fondation du Musée national des beaux-arts du Québec. She is a former Chair of the Security Intelligence Review committee, a former President of the Fondation de la Maison Michel Sarrazin and a former director of the Institut Québecois des Hautes Études Internationales, Laval University. Mme. Gauthier was named an Officer of the Order of Canada in 1991.

Mme. Gauthier has a Bachelor of Arts from the Collège Jésus-Marie de Sillery, a Bachelor of Laws from Laval University, a Master of Laws in Business Law (Intellectual Property) from Laval University, and a Certificate for a session on mediation from Harvard Law School.

TransCanada Committee memberships

  • Health, Safety and Environment Committee
  • Human Resources Committee
Other public board directorships
  • Metro Inc. (food retail) (TSX)
  • Royal Bank of Canada (chartered bank) (TSX, NYSE)
TransCanada securities held

2014

2013

Common shares

1,958

1,924

Deferred share units

53,988

49,267

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Paula Rosput Reynolds
Age: 58
Seattle, Washington, U.S.A.
Director since 2011
Independent

Ms. Reynolds has been the President and Chief Executive Officer of PreferWest, LLC (business advisory group) since October 2009. She serves as a director at Delta Air Lines, Inc. and BAE Systems plc. Ms. Reynolds served as a director at Anadarko Petroleum Corporation from August 2007 to April 2014. She also served as Vice-Chair and Chief Restructuring Officer of American International Group Inc. (insurance and financial services) from October 2008 to September 2009 as part of the team that was appointed during the global financial crisis. Prior to that appointment, she served as President and Chief Executive Officer of Safeco Corporation until its acquisition by Liberty Mutual Group in September 2008. She was also Chair, President and Chief Executive Officer of AGL Resources Inc. from August 2000 to January 2006.

Ms. Reynolds has held the roles of Chief Executive Officer and President and Chief Operating Officer of Atlanta Gas Light Company (energy infrastructure), a wholly-owned subsidiary of AGL Resources Inc. She also previously served as President and Chief Executive Officer of Duke North America (energy infrastructure), a subsidiary of Duke Energy Corporation, and President of PanEnergy Power Services Inc. (energy infrastructure). Prior to that she was Senior Vice-President of Pacific Gas Transmission Company (natural gas pipeline), a predecessor company of Gas Transmission Northwest LLC, a subsidiary of TransCanada.

Ms. Reynolds currently serves as the board Chair for the Fred Hutchinson Cancer Research Center and KCTS-9 public television in Seattle. She has a Bachelor of Arts in Economics, with honours, from Wellesley College.

TransCanada Committee memberships

  • Health, Safety and Environment Committee
  • Human Resources Committee (Chair)

Other public board directorships

  • Delta Air Lines, Inc. (airline) (NYSE)
  • BAE Systems plc (aerospace, defence, information security) (LSE, ADR, NYSE)
TransCanada securities held

2014

2013

Common shares

2,500

2,500

Deferred share units

7,290

3,653

 

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John Richels
John Richels
Age: 63
Nichols Hill, Oklahoma, U.S.A.
Director since 2013
Independent


Mr. Richels has been the President and Chief Executive Officer of Devon Energy Corporation (Devon) (oil and gas, exploration and production, energy infrastructure) since 2010, having previously served as President of Devon since 2004. Prior to that, he served as a Senior Vice President of Devon and President and Chief Executive Officer of Devon’s Canadian subsidiary, Devon Canada Corporation from 1999 through 2004. In 1998 Devon acquired Northstar Energy Corporation (Northstar), where Mr. Richels held the position of Chief Financial Officer. Before joining Northstar, Mr. Richels was the Managing and Chief Operating Partner of Bennett Jones LLP.

Since 2013, Mr. Richels has served on the board of directors of BOK Financial Corp. and, since 2007 he has served on the board of directors of Devon. From 1993 to 1996 he served on the board of directors of Northstar. Mr. Richels is Chairman of the American Exploration and Production Council and previously served as Vice-Chairman of the board of governors of the Canadian Association of Petroleum Producers.

Mr. Richels has a Bachelor’s degree in Economics from York University and a law degree from the University of Windsor.

TransCanada Committee memberships

  • Health, Safety and Environment Committee
  • Human Resources Committee

Other public board directorships

  • BOK Financial Corp. (financial services) (NYSE)
  • Devon Energy Corporation (oil and gas, exploration and production, energy infrastructure) (NYSE)
TransCanada securities held

2014

2013

Common shares

-

-

Deferred share units

2,625

-

 

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Mary Pat Salomone, TransCanada Board of Directors
Mary Pat Salomone
Age: 54
Bonita Springs, Florida, U.S.A.
Director since 2013
Independent

Ms. Salomone is a corporate director. She was the Senior Vice-President and Chief Operating Officer of The Babcock & Wilcox Company (B&W) (energy infrastructure) from January 2010 to June 30, 2013. Prior to that, she served as Manager of Business Development from 2009 to 2010 and Manager of Strategic Acquisitions from 2008 to 2009 for Babcock & Wilcox Nuclear Operations Group, Inc. From 1998 through December 2007, Ms. Salomone served as an officer of Marine Mechanical Corporation, which B&W acquired in 2007, including her term as President and Chief Executive Officer from 2001 through 2007.

Ms. Salomone serves as a trustee of the Youngstown State University Foundation and is a member of the Advisory Board for the School of Engineering at the University of Akron and the Advisory Board for the College of Science, Technology, Engineering and Mathematics at the Youngstown State University. She served on the board of directors of United States Enrichment Corporation (basic materials, nuclear) from December 2011 to October 2012 and on the Naval Submarine League from 2007 to 2013. She was formerly a member of the Governor's Workforce Policy Advisory Board in Ohio and the Ohio Employee Ownership Center, and served on the board of Cleveland's Manufacturing Advocacy & Growth Network.

Ms. Salomone has a Bachelor of Engineering in Civil Engineering from Youngstown State University and a Master of Business Administration from Baldwin Wallace College. Ms. Salomone completed the Advanced Management Program at Duke University’s Fuqua School of Business in 2011.

TransCanada Committee memberships

  • Audit Committee
  • Health, Safety and Environment Committee
TransCanada securities held

2014

2013

Common shares

-

-

Deferred share units

2,019 

-

 

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D. Michael G. Stewart
Age: 63
Calgary, Alberta, Canada
Director since 2006
Independent

Mr. Stewart is a corporate director. He serves as a director of Pengrowth Energy Corporation (oil and gas, exploration and production), Canadian Energy Services and Technology Corp. (oilfield services) and Northpoint Resources Ltd. (oil and gas, exploration and production). Mr. Stewart was a director of C&C Energia Ltd. (oil and gas) from May 2010 to December 2012, a director of Orleans Energy Ltd. (oil and gas) from October 2008 to December 2010, a director of Pengrowth Corporation (administrator of Pengrowth Energy Trust) from October 2006 to December 2010, a director of Canadian Energy Services Inc. (general partner of Canadian Energy Services L.P.) from January 2006 to December 2009, Chairman and trustee of Esprit Energy Trust from August 2004 to October 2006, and a director of Creststreet Power & Income General Partner Limited (general partner of Creststreet Power & Income Fund L.P.) from December 2003 to February 2006. Mr Stewart held a number of senior executive positions with Westcoast Energy Inc. from September 1993 to March 2002, including Executive Vice-President, Business Development. He has been active in the Canadian energy industry for over 40 years. He is a member of the Institute of Corporate Directors and the Association of Professional Engineers, Geologists and Geophysicists of Alberta (non-practicing).

Mr. Stewart holds a Bachelor of Science (Geological Sciences) with First Class Honours from Queen's University.

TransCanada Committee memberships

  • Audit Committee
  • Health, Safety and Environment Committee (Chair)
Other public board directorships
  • Canadian Energy Services & Technology Corp. (chemicals, oilfield services) (TSX)
  • Pengrowth Energy Corporation (oil and gas, exploration and production) (TSX, NYSE)
TransCanada securities held

2014

2013

Common shares

14,874

14,339

Deferred share units

21,786

18,858

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Siim A. Vanaselja
Age: 58
Wetmount, Quebec, Canada
Director since 2014
Independent

Mr. Vanaselja has been the Executive Vice-President & Chief Financial Officer of BCE Inc. and Bell Canada (telecommunications and media) since January 2001, having previously served as Executive Vice-President and Chief Financial Officer of Bell Canada International from 1996 to 2001. Prior to that, he was a partner at the accounting firm, KPMG Canada in Toronto until 1994.

Mr. Vanaselja currently serves on the boards of several BCE Inc. subsidiaries and affiliates. He also serves as a director of Great-West Lifeco Inc. and is the the Audit Committee Chair of Maple Leaf Sports and Entertainment Ltd. (sports, property management). He has previously served as a board director of CH Group Limited Partnership (sports), CGI Group Inc., Jones Intercable, Cable and Wireless Communications and the National Ballet of Canada. He has also served as a member of the Conference Board of Canada’s National Council of Financial Executives, the Corporate Executive Board’s Working Council for Chief Financial Officers and Moody’s Council of Chief Financial Officers.

Mr. Vanaselja is a member of the Institute of Chartered Accountants of Ontario and holds an Honours Bachelor of Business degree from the Schulich School of Business.

TransCanada Committee memberships

  • Audit Committee
  • Governance Committee

Other public board directorships

  • Bell Aliant Regional Communication Inc. (Communications) (TSX)
TransCanada securities held
2014 2013
Common shares

-

-

Deferred share units

-

-

Richard E. Waugh, O.C.
Age: 66
Toronto, Ontario, Canada
Director since 2012
Independent

Mr. Waugh is a corporate director. He was President and Chief Executive Officer of the Bank of Nova Scotia (Scotiabank) (chartered bank) until November 2013 where he then served as Deputy Chairman and director of Scotiabank until January 2014. Mr. Waugh also served as a director of Catalyst Inc. (non-profit) until November 2013 and Chair of the Catalyst Canada Advisory Board until October 2013. He also serves on the board of directors of several non-profit corporations and affiliations.

Mr. Waugh holds a Bachelor of Commerce (Honours) degree from the University of Manitoba and a Master of Business Administration from York University. He is a Fellow of the Institute of Canadian Bankers and has been awarded Honorary Doctor of Laws degrees from York University and Assumption University. He was awarded an Officer of the Order of Canada in 2013.

TransCanada Committee memberships

  • Governance Committee
  • Human Resources Committee
TransCanada securities held

2014

2013

Common shares

29,150

29,150

Deferred share units

8,795

4,043

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Notes

  • The information as to shares beneficially owned or over which control or direction is exercised, not being within the knowledge of TransCanada, has been furnished by each of the directors as of February 19, 2014 and February 11, 2013. Except as indicated in these notes, the directors have sole voting and dispositive power with respect to the securities listed above. As to each class of shares of TransCanada, its subsidiaries and affiliates, the percentage of outstanding shares beneficially owned by any one director or nominee or by all directors and officers of TransCanada as a group does not exceed 1% of the class outstanding.
  • The value of a deferred share unit is tied to the value of TransCanada's common shares. A deferred share unit is a bookkeeping entry, equivalent to the value of a TransCanada common share, and does not entitle the holder to voting or other shareholder rights, other than the accrual of additional deferred share units for the value of dividends. A director cannot redeem deferred share units until the director ceases to be a member of the Board. Directors can then redeem their DSUs for cash or shares, purchased on the open market.
  • As the President and CEO of TransCanada, Mr. Girling is not considered independent.
  • As President and CEO and an officer of TransCanada, Mr. Girling is not a member of any of our Board committees, but is invited to attend committee meetings as required.
  • Canwest Global Communications Corp. (Canwest) voluntarily entered into the Companies’ Creditors Arrangement Act (CCAA) and obtained an order from the Ontario Superior Court of Justice (Commercial Division) to start proceedings on October 6, 2009. Although no cease trade orders were issued, Canwest shares were de-listed by the TSX after the filing and started trading on the TSX Venture Exchange. Canwest emerged from CCAA protection, and Postmedia Network acquired its newspaper business on July 13, 2010 while Shaw Communications Inc. acquired its broadcast media business on October 27, 2010. Mr. Burney ceased to be a director of Canwest on October 27, 2010.
  • Mr. Jackson is a voting member of the Human Resources Committee and the Governance Committee but is not a member of the Audit Committee or the Health, Safety and Environment Committee. This is because the Board holds simultaneous meetings of each committee to allow more time for each committee to focus on their responsibilities.
  • Ms. Salomone was a director of Crucible Materials Corp. (Crucible) from May 2008 to May 1, 2009. On May 6, 2009, Crucible and one of its affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware (the Bankruptcy Court). On August 26, 2010, the Bankruptcy Court entered an Order confirming Crucible's Second Amended Chapter 11 Plan of Liquidation.
  • Ms. Salomone was a director of the United States Enrichment Corporation (USEC) from December 2011 to October 2012. On March 5, 2014, USEC filed a voluntary petition and plan of reorganization under Chapter 11 of the U.S. Bankruptcy Court for the District of Delaware.
  • Mr. Stewart’s holdings include 1,917 shares held by his wife.
  • Mr. Waugh’s holdings include 4,150 shares held by his wife.