Maya Bouchard · Chief Data Officer · Canada
| Capacity | Committees |
|---|---|
| Ready to chair | A technology and data committee, after a full year as a member |
| Ready to join | Risk committee · Health, safety and environment committee · Audit committee as a member, not as its financial expert |
I am looking for one non-executive seat, at a TSX-listed mid-cap company or a federal or provincial Crown corporation whose operations depend on forecasts and on data shared with customers or the public: an electricity or water utility with a large field fleet, a passenger rail or transit operator, or a food distributor outside Morvaise's customer base. I would like to join the risk or technology committee and, after a year, to chair a technology and data committee if the board wanted one. I am not looking for a seat in which I would represent technology in general. I would want a board that needs someone able to test operational forecasts, govern data about employees and customers, and ask what leaves the company. Before going further I would want to understand what the board feels it cannot currently see, and how its risk committee receives operational data.
Served as a director
Board of directors; member of the finance and audit committee
June 2022–present
Director of a Montreal not-for-profit that funds water-level and ice research and mariner safety training on the St. Lawrence and the Great Lakes; reviews its annual accounts and grant programme.
Presented to the Board or a committee
Board audit and risk committee
2021–present
Presents twice a year on data governance, privacy operations and forecast performance, including the calibration of arrival windows.
Presented to the Board or a committee
Full board
2023
Presented the season-close rule, and the revenue it would forgo, before the board adopted it.
Presented to the Board or a committee
Board of directors of the family company
2015
Presented the camera and telematics purpose register and the insurer's access terms for approval.
IICA Independent Directors’ Databank: Not yet registered
India's IICA Independent Directors' Databank is a register for people serving as independent directors of Indian companies. It has no bearing on the Canadian appointments I am considering, so I have not registered and would do so only if an Indian board approached me. In Canada a board assesses its directors' independence itself, guided by the securities regulators' governance and audit committee instruments where the company is listed.
I would bring a board the habit of asking how sure management is. Many figures a board receives are forecasts or estimates presented as facts: delivery dates, demand outlooks, safety rates, emissions. I have spent my career making such estimates and then counting how often they held, and I can help directors ask for the record behind a number as well as the number itself.
I would also bring experience of data that leaves a company. At Morvaise I answer for what shippers see, what goes to customs authorities and what customers put into their own emissions reports. Each of those flows carries legal, commercial and reputational risk that sits outside the usual technology agenda, and boards often see it only after something has gone wrong. I can help a risk committee map where the company's data reaches other people and who answers for it when it is wrong.
Third, I understand how operational data about people is governed: drivers, crews and field staff. I have written purpose and retention rules that both a safety director and a driver could accept, and I can tell a board what to ask before it approves a telematics or camera programme.
I would not offer myself as an audit committee financial expert or as a cyber security specialist. I would be most useful on a risk or technology committee, and I would want to serve a year as a member before chairing one.
In 2023 our board's audit and risk committee approved the season-close rule I proposed, including the 85% probability below which we would decline a late fixture. A year later I realised the committee had approved a number it had never been asked to choose. I had set the threshold from a model and my own sense of acceptable risk. At the next meeting I presented the trade-off as a curve: forgone contribution against the chance of a vessel needing unplanned assistance at closure, at thresholds from 70% to 95%. The committee kept 85% for most of the fleet and raised it to 90% for our two oldest lakers. As a director I would ask where any management threshold came from, and whether the board itself had chosen it.
In 2024 a grain customer asked for our total tonnage by commodity on its route, a reasonable-looking request our commercial team supported. We carried for only two shippers on that route, so the figure would have revealed the other's volume. I declined, offered a broader aggregate and explained the reason to the customer's logistics director, who accepted it. I then asked our chief executive to adopt a minimum-group rule for every aggregate we publish. On a board I would look for places where a sensible request produces an insensible disclosure, because they seldom appear on a risk register.
As a director of the Oriselle Waterways Foundation in 2024, I recommended reducing a proposed ice-forecasting research grant from C$480,000 to C$300,000 for a first phase, with the remainder released against a verification plan. The researchers were capable, but their proposal measured success by average accuracy, with no test of whether their stated ranges held. I declared that Morvaise could benefit from better ice forecasts, and the minutes recorded it. The board approved the phased grant and the researchers added a calibration measure. As a non-executive I try to ask how a proposal will know whether it has worked.
I would organise a first year around three documents and three conversations. The documents are the risk register, two years of risk committee minutes and the current internal audit plan, read side by side so that I can see which risks the board discusses, which it merely lists and which internal audit actually tests. The conversations are with the committee chair, the chief risk officer and whoever owns the company's operational data, and each would be asked the same question: which number presented to this board do you trust least?
In the second and third quarters I would ask to follow one operating forecast through the company, from the people who produce it to the decision it supports and the outcome, and to see how often it was right. I know of no quicker way to understand a company's operations and the candour of its reporting.
I would keep my early contributions to questions. Before the year ended I would ask the chair for frank feedback on whether those questions had been useful or merely technical, and whether my background in shipping and trucking was helping the board or narrowing what I noticed.
My employment at Morvaise rules out a wide field. I would decline any seat at a shipping company, port or terminal operator, trucking carrier or freight railway that competes with Morvaise or carries its customers' cargo; at any customer of Morvaise, including steelmakers, grain companies and salt producers; and at any company in which our minority investor's fund holds a significant stake. Before accepting a seat I would ask our general counsel to compare the company's suppliers and customers with Morvaise's, and I would need our chief executive's written consent.
I would disclose my foundation directorship and Morvaise's donations to it, my employee shareholding and my former employment at Thibervaux, whose present owner competes with our road division. If a matter touched Morvaise during my term, I would declare it, leave the room and ask that the minutes say so. I hold a great deal of commercial information about other companies' freight; none of it would enter another boardroom, and where a discussion depended on it I would say only that I could not take part. If conflicts became frequent, I would resign rather than occupy a seat I could not fill.
I am employed by Morvaise Navigation and hold a small number of its shares through an employee purchase plan. I have no family or business tie to the Morvaise family or to our minority investor beyond that employment. A board considering me should assess my independence under the rules that apply to it, including Canadian securities regulators' governance guidance where the company is listed, and should know about my foundation directorship and Morvaise's donations to that foundation. I would not describe myself as independent of any company that buys from, sells to or competes with Morvaise.