Canadian Lawyer

June 2022

The most widely read magazine for Canadian lawyers

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Page 33 of 51

32 FEATURE GC PROFILE STRENGTHENING CORPORATE GOVERNANCE TO DRIVE BUSINESS Nizam Hasham supports Canadian Pacific through significant transactions in a period of transition for the railway company BORN IN UGANDA, Nizam Hasham devel- oped an interest in justice and the law at an early age when he and his family were forced to leave their home country during a coup in 1972, subsequently relocating to Canada. "Anybody who had brown skin had to leave," says Hasham, who graduated from Western University's law school in 1995. "I always saw the rule of law as being really important, having lived in a country where our property was taken, and everything my family had spent their lives building was taken overnight, so that was a big motivator." As a high school student, Hasham became very interested in debating and public speaking, which further solidified his interest in the law. Called to the bar in 1997, Hasham started his career in private practice before moving to his first in-house role in 2000 at Sprint Canada – which Rogers Communications later acquired. Hasham spent six years at the telecom company, doing corporate commercial and employment law work. He then went on to work at railway company CN, where he spent seven years as eastern regional counsel. In 2013, he moved to Canadian Pacific – a railway company founded in 1881 to connect Canadians from coast to coast that has been growing and diversifying ever since. Hasham progressed from legal counsel in litigation and labour to his current role of general counsel and assistant corporate secretary at CP. His previous responsibilities at CP included advising on employment-re- lated matters such as dismissals, health and safety, HR policies, and employee compensa- tion issues. He has represented CP as counsel at numerous interest and rights arbitrations and at the Canada Industrial Relations Board. He has also worked closely with and advised the company's labour relations team on bargaining, labour negotiations, and mediation-arbitration. Corporate governance is now a signifi- cant part of Hasham's role, which includes advising the board, supporting financial disclosures, and ensuring that shareholder meetings and the annual general meeting run smoothly. "In the corporate governance space, you get board exposure and executive exposure, and you learn about the business, and you learn about ESG," says Hasham. "We always work on our management proxy circular that deals with our gover- nance, compensation, and ESG practices, so I'm particularly proud of how the team has brought that together because we improve our product every year." Compliance is another part of Hasham's remit as one of the general counsel at CP, each of whom has a different area of focus, and all of whom report to the chief legal officer. Hasham manages a team of five staff. 2021 was a busy year for Hasham and his team as they played a significant role in supporting the closing into voting trust Canadian Pacific's merger with Kansas City Southern, and with the proxy circular in respect to the transaction, which closed in December 2021. The widely publicized combination is still subject to regulatory approval by the US Surface Transportation Board, which is expected at the end of 2022 or early 2023. If approved, the combina- tion will create the only single-line railroad "We respectfully push each other on issues, and we challenge each other. We give legal advice, but we're also looking at it through a business lens as well"

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