Our governance structure is grounded in the law and policy applicable to all corporations as embodied in the Ontario Business Corporations Act and common law. That legislative and judiciary framework is supplemented by regulatory and contractual guidelines in the form of an Amended Consent Order issued by the Competition Tribunal in 2013, and the Unanimous Shareholder Agreement (the “USA”), executed by Interac and its 41 shareholders in 2018.
The Interac Corp. Board of Directors is a 13-member hybrid body comprised of 4 Independent Directors; 8 Nominee Directors; and the President & CEO. The Board’s primary functions are (i) decision-making, through the formulation of policies and the establishment of strategic goals; and (ii) oversight, through the review of management decisions, the review of systems and controls and the implementation of policies. Our Board members bring their industry insights, business experience and individual perspectives to bear while acting together in the best interests of our Shareholders and as a compass for our organization.
Board of Directors
Ian Burns
189286 Canada Inc. o/a CUCC
As President and CEO of Alberta Central, Ian leads the organization in establishing current and long-range objectives under the direction of the Board of Directors. This includes ensuring that strategic goals and operational objectives are attained and that the organization’s vision is realized. He represents the company with major customers, shareholders, the financial community and the public, and represents the provincial credit union system within Alberta and nationally.
A critical part of his role is about ensuring excellence in member service, effective member engagement and an ongoing commitment to evolve and improve the value Alberta Central offers its member credit unions. To be effective in this includes collaborating with the executive management team, employees and the Board of Directors as well as with other credit union Centrals and affiliates. In his most recent role, Ian served as CEO of the Alberta Real Estate Association (AREA), where he focused on revitalizing the mandate and strategic direction of the association. In the role, he worked closely with the Board of Directors, employees, members and related industry groups. With the majority of his career spent in regulated industries (telecommunications, banking and retail finance) and as the leader for two insurance companies, Ian has a strong portfolio of governance and regulatory work to go along with his corporate operational experience.
Ian also holds an MBA from the University of Regina and a Bachelor of Arts in Political Science from the University of Calgary.
David Clanachan
Independent Director
David F. Clanachan was just 14 years of age when began his three decade career with Tim Hortons. Initially joining the company at Restaurant level, his enthusiasm for the business, and commitment to a great Guest experience, didn’t go unnoticed. He quickly advanced to a management position, running several Restaurants while he attended the University of Windsor and earned a Bachelor of Commerce.
After graduation, David continued his journey with the brand, joining the corporate team in 1992, where he held a variety of positions including Vice President of Operations for Western Ontario, Vice President, Training, Operations Standards and Research and Development and Chief Operating Officer, United States and International.
With his expansive expertise, brand passion and in-Restaurant experience, David became President and Chief Operating Officer for Tim Hortons Canada in 2014. Two years later, he was appointed to his present advisory position – Chairman of Restaurant Brands International Canada.
Sophie Forest
Independent Director
Sophie has been involved in the Canadian Venture Capital Industry more than 25 years. She worked for Caisse de Dépots et Placements for seven years, managing a large portfolio of VC investments internationally with assets of close to one billion dollars.
Since 2003, Sophie has been a managing partner with Brightspark, an early stage venture capital firm. She has led or overseen more than 50 investments in technology companies in Canada and abroad over the past 20 years. Sophie was involved in a number of successful VC backed companies including Touchtunes, Servicesoft, Think Dynamics, Protecode and Grapple. Sophie also played a pivotal role in the investment, growth and exit of Radian6, leading to a 23x multiple on capital invested — one of the most successful technology exits in Canadian history. Brightspark Ventures has won the Canadian Venture Capital Association “Deal of the Year Award”, twice for the sale of ThinkDynamics to IBM and for the sale of Radian6 to Salesforce.com.
Sophie is also a Board member of Centech, the accelerator and incubator associated with ESTS (EScole de Technologie Supérieure) in Montréal. Sophie is active in the Montreal tech community and mentors a number of young founders with a special interest in helping young female founders to strive in the ecosystem. As managing partner at Brightspark Sophie sits on the Board of Directors of a number of companies. Sophie won the “angel of the year” award for her contribution to the angel investment community in 2017, nominated by the National Angel Capital Organization of Canada.
David Gillespie
Canadian Imperial Bank of Commerce
David joined CIBC’s Technology, Infrastructure and Innovations team in 2006 and is currently Executive Vice-President, Infrastructure, responsible for the operations functions supporting Capital Markets, Wealth Management, Commercial Banking and Corporate Banking.
In addition, David is leading CIBC’s Enterprise Payments program. David serves as a Director of CIBC Mellon, a joint venture between CIBC and Bank of New York Mellon. Previous roles in Technology supported CIBC Retail Bank’s Branch, Mobile, Web and Contact Centers as well as responsibility for a global team maintaining CIBC’s data centers, operations and application infrastructure.
With over 30 years of IT and Operations leadership experience, David was previously with Hewlett Packard responsible for delivering Infrastructure Managed services in Canada and the US and also worked in Outsourcing and Software development organizations in Canada and Australia.
Yann Jodoin
Fédération des caisses Desjardins du Québec
Having joined Desjardins in 2018 as the Head of Payment, Retail Lending, Everyday Banking & Fraud, Yann is responsible for developing and managing innovative everyday banking and payment solutions to address the evolving needs of Dejardins’ members and clients. He is also accountable for commercial, international and merchant payment solutions and everyday banking for the Dejardins group.
Before joining the group, Yann was the Chief Marketing Officer for a large Canadian bank where he worked on understanding, anticipating and influencing the behaviour and needs of clients by developing quantitative prediction models, strategies and marketing campaigns based on the channel’s clients use to interact with the Bank. He also oversaw traditional and digital marketing, brand management, community relations and charitable activities, as well as all activities associated with payment products, including credit cards.
Within his 14 year tenure in the bank, he has held various executive positions within the organization, including in Product Management, Credit Risk and Operations. He was on the board of Ficanex LLP.
Previously, Yann has worked as a senior consultant for a firm based in the USA, that specialized in risk management and business intelligence. Moreover, he has over 10 years of experience at a major Canadian telecommunications company.
Yann has an MBA from the University of Maryland and a bachelor’s degree in Business Administration from HEC Montréal.
D’Arcy McDonald
The Bank of Nova Scotia
In 2018 D’Arcy joined Scotiabank to lead the retail deposit businesses, including Day to Day Banking, Savings, Investing, Payments, and Advisor Deposit Services. The mandate is to help customers become better off through convenient everyday banking, payment, and investment advice experiences.
D’Arcy has broad financial service experience in Canada and the US mainly in Marketing, Product Management, Distribution, Customer Experience, and leading Money-In businesses. He’s worked in Banking, Wealth Management, Insurance and across many corporate functions; most recently D’Arcy lead the Retail Savings & Investing business at another big 5 Canadian bank.
D’Arcy completed his undergraduate degree at Laurentian University and completed his MBA from the Richard Ivey School of Business. He’s a long time Board Member of the Wellspring Cancer Foundation, he lives in Oakville with his wife, Laura, and daughters Sydney & Chloe. In his spare time, he enjoys Biking, Skiing, Running, and Hiking.
William G. McEwan
Independent Director
An accomplished long-term CEO, Bill was President & Chief Executive Officer and Director of Sobeys Inc., a leading Canadian grocery retailer and food distributor, until he made the personal decision to step down in June, 2012. He also served on the Board of Directors of Sobeys Inc. and that of its parent company, Empire Company Limited (TSX:EMP.A) At Sobeys, Bill was responsible for the leadership and oversight of all aspects of growing the company from a $9 billion to a $17 billion organization by leading the development and execution of the company’s long-term strategic plan, building an executive leadership team and executing Sobeys’ food-focused growth initiatives.
Bill began his career at Ferraro’s Ltd., Super Valu Stores, serving 13 years with the company in both B.C. and Alberta in a variety of store, operations, merchandising, procurement and general management roles. He has held a variety of progressively senior marketing and merchandising roles in the consumer packaged goods industry and has played an active leadership role in a number of industry and charitable organizations. He is the recipient of the Golden Pencil Award, the Canadian grocery industry’s highest honour; the Canadian Council of Grocery Distributors Robert Beaudry Award of Retail Leadership Excellence; the Retail Council of Canada’s Lifetime Achievement Award; and the Queen Elizabeth II Diamond Jubilee Medal for his commitment and service to Kids Help Phone.
Bill and his wife Donna reside in Meaford, Ontario.
Sona Mehta
The Toronto-Dominion Bank
Sona Mehta is Senior Vice President, Money-In Solutions, overseeing deposit products, savings and investing products, and money movement in Retail.
Sona’s foundational experience was set in successive Product and P&L Management leadership roles in Personal Banking. She has had complementary experience in Branch Banking, Analytics, Technology and Credit Risk. In addition, Sona served in key enterprise assignments; leading the Personal Banking scope of the Sales Practices Review (2017) and TD’s Apple Pay project (2015). During her 18 years at TD, her roles have spanned Canadian Personal Banking, Auto Finance and Insurance.
Sona is an active supporter of TD’s passionate commitment to inclusion and diversity and serves on the TD Enterprise Visible Minorities Committee.
In the community, Sona served with Habitat for Humanity between 2008 and 2017, including as Chair of the Brampton Habitat for Humanity Board of Directors, and subsequently on the Greater Toronto Area, Habitat for Humanity Board of Directors. Sona earned her Bachelor of Arts and Science at McMaster University
and MBA at Queen’s University.
Sona and her husband Raj have 2 children.
Mark O’Connell
Interac Corp.
Mark O’Connell is the President and CEO of Interac Corporation. Since 2007, he has managed the organization’s evolution to become one of Canada’s leading electronic payment and financial services networks, providing Canadian Financial Institution customers with trusted world leading services in all forms of debit payments, real time money movement, authentication and credential management.
Mark recently led the multi-year initiative to combine Interac Association and Acxsys Corporation into a single share capital corporation, with a new governance and funding model to enable greater flexibility and innovation on behalf of its stakeholders and all Canadians.
Mark has extensive experience in the payment and banking technology industries. Prior to joining Interac, Mark was Executive Vice President, Finance Market at Emergis Inc., where he served on the Interac Association Board of Directors for two years. He has also held senior positions at NCR Corporation in the U.S., as well as Fintech companies OnX Solutions and Footprint Software.
An honours graduate of McGill University and the University of Windsor’s Commerce and MBA program, Mark has also studied executive finance at the Harvard Business School. He currently serves on the Chancellor’s Board of McGill University.
Ramesh Siromani
Royal Bank of Canada
Ramesh Siromani is Executive Vice President, Cards, Payments & Transformation (CPT) within Personal and Commercial Banking (P&CB) at RBC. He is responsible for RBC’s industry-leading Cards business, and leads the development of strategy and execution of transformation agenda for P&CB. Ramesh also leads integrated payments governance across RBC, including the strategy development and modernization of RBC’s payments capabilities, coordinating cross-enterprise efforts to deliver customer value.
Prior to this role, Ramesh led RBC’s Technology & Operations (T&O) Strategy & Transformation for more than two years, where he led the planning and coordination of the transformation program to build leading edge digital and solution delivery capabilities. Ramesh joined RBC in 2017 from A T Kearney, where he was a Partner leading consulting engagements globally on strategy, operations and technology transformation and innovation. Previously, Ramesh held a variety of roles in retail and commercial banking at HSBC over a 10-year period.
Ramesh is a Chartered Accountant and graduated with a Bachelor of Commerce (Hons.) from the University of Delhi in India, and holds an MBA from the University of Western Ontario in Canada. Ramesh is active in diversity and mentorship programs and serves as the co-chair of the Black Professionals in Technology Champion’s Roundtable. He has previously served on the Board of Payments Canada. Ramesh resides in Oakville, Ontario with his wife and two daughters.
Lisa Swiderski
National Bank of Canada
As Senior Vice President, Distribution Strategy and Personal Banking Solutions, Lisa Swiderski is responsible for establishing and implementing business strategies for the Personal Banking sector for all distribution channels. Her responsibilities also include product and pricing management. She is currently a member of the Board of Directors of National Bank Financial, the Bank’s securities brokerage subsidiary. She has also been a member of the Boards of Directors of Natcan Trust Company and National Bank Correspondent Networks for several years.
In addition to her professional activities, Ms. Swiderski has been involved throughout her career in various organizations. She was director and treasurer of Théâtre Denise-Pelletier as well as Co-President of the theatrical benefit evenings from 2014 to 2016. She is currently director of the Food Banks of Quebec and since September 2017 of the Francois- Michelle Foundation.
She has more than 25 years of experience in the financial services industry and has held various positions that have allowed her to develop a proven experience in different sectors.
Lisa Swiderski holds a Bachelor’s degree in Business Administration and a Master’s degree in Business Administration from École des Hautes Études Commerciales. She also holds the Chartered Professional Accountant (CPA, CA) designation.
Derek Vernon
Vice President and Head, North American Commercial Deposits and Corporate Card; Head, Enterprise Payments Modernization
Derek is responsible for BMO’s North American Commercial Deposit and Corporate Card businesses. Additionally, he has responsibility for the definition and execution of BMO’s payments modernization strategy and enterprise capability roadmap, supporting all lines of business across North America.
Derek joined BMO in 1998 and has held progressively senior positions including Head of North American Treasury Product Management and Head of Treasury & Payment Solutions Sales for BMO Capital Markets.
Derek currently serves on the Board of Directors of Interac Corp. and Board of Governors for Junior Achievement Central Ontario. He is also the Co-Chair of Payments Canada’s Industry Steering Committee (ISC) and member of Payments Canada’s Member Advisory Committee (MAC). He is a former Board Member of Payments Canada.
Derek holds a Specialized Honours BA in Economics and Business from York University and an Executive MBA from the Richard Ivey School of Business.
Paul Vessey
Chair of the Interac Corp. Board of Directors | Independent Director
Paul retired from managing financial services businesses in 2012 after a 40-year career with stops at TD Bank, Continental Bank, American Express, Canadian Imperial Bank of Commerce and Visa Inc. Paul is proud of his reputation as an innovative business builder who loves working with people. Several business units he managed became and remain category leaders in their segments. While his experience spanned a wide range of leadership roles in personal and commercial financial product categories his true love and passion has always been payments. He is proud of having a direct role introducing and commercializing ATM’s, Credit Cards, Debit Cards, Co Branded Cards, Corporate Cards, Chip Cards, Gift Cards and several new online payment authentication services.
Paul is married to Kathleen Flynn and has two sons and one daughter. The oldest son, a Professor at Guelph University, the middle son trying to survive in retail and his daughter finishing up High School.
Paul has always had an interest in education and the arts. He is presently serving or has served as a Director of Durham College Foundation, Ontario University’s Foundation, Director and Board Chair of Kingsway College School and a Director of the Toronto Film Festival. He is also a past Director of Women’s College Hospital.
Paul’s leisure interests include biking, golfing and skiing and summers reading books at their cottage on Lake Couchiching. Paul used to play tennis until a knee replacement three years ago made him hang up his racket. Paul’s friends suggest his tennis retirement has more to do with his wife Kathleen being a much better athlete and Paul just got tired of losing.
Board Committees
There are a total of seven Board sub-committees, each comprised of a minimum of three members, that are tasked with assisting the Board in fulfilling its responsibilities relating to: finance and audit matters; corporate governance matters; human resources and compensation matters; innovation matters; risk management matters; and matters relating to the RTR Services that Interac provides to Payments Canada.
Independent Committee
Comprised of Interac’s four Independent Directors and the Chief Executive Officer.
Mandate: To oversee the management of Interac’s Shared Services (Debit, Cash, and Interac Flash) while retaining the sole authorization to make decisions regarding the design and maintenance of the Real-Time Rail payment services.
HR & Compensation Committee
Mandate: to assist the Board of Directors in fulfilling its responsibilities relating to HR matters, including compensation and succession planning.
Finance & Audit Committee
Mandate: to assist the Board of Directors in fulfilling its responsibilities relating to financial matters, including reporting and audit matters.
Governance Committee
Mandate: to assist the Board of Directors in fulfilling its responsibilities relating to corporate governance matters, including the administration of the Board and business conduct and ethics.
Risk Committee
Mandate: to assist the Board of Directors in fulfilling its responsibilities relating to risk management matters, including overseeing Interac’s risk framework and risk appetite statements.
Innovation Committee
Mandate: to advise the Board of Directors in fulfilling its responsibilities relating new venture activities.
Advisory Committee
Comprised of ten individuals representing the diversity of Participants in Interac’s services (other than the eight major financial institution shareholders of Interac) plus the Chair of the Independent Committee, who acts as Chair of the Advisory Committee.
Mandate: to provide its views to the Board of Directors on matters of importance to persons that participate in the services offered by Interac.