Pro-Demnity Insurance Company (“Pro-Demnity”) is a wholly owned subsidiary of the Ontario Association of Architects (the “OAA”).

The OAA Founded in 1889, the Ontario Association of Architects (OAA) is an independent regulatory body that serves and protects the public interest by overseeing the architectural profession in Ontario, as mandated by the Architects Act. The Association licenses Architects and Licensed Technologists (OAA members), establishes and enforces standards for professional practice and ethics, and ensures ongoing education to maintain competency. By upholding stringent qualification standards and supporting continuous professional development, the OAA helps ensure its members create safe, accessible, and functional buildings that meet the needs of a diverse society. Additional information can be found at https://www.oaa.on.ca/.

Pro-Demnity: Incorporated in 2003, Pro-Demnity traces its roots to the creation of the OAA Indemnity Plan in 1987. Currently, Pro-Demnity (https://prodemnity.com/) provides professional liability insurance to architectural practices that have been granted a Certificate of Practice by the OAA. Provincially regulated by the Financial Services Regulatory Authority of Ontario (FSRA), Pro-Demnity provides the mandatory professional liability insurance required under the Architects Act and its regulations. It also offers higher limits for practices that choose additional protection, competing with other professional liability insurers while maintaining a strong focus on the needs of Ontario architects.

A key differentiator of Pro-Demnity Insurance is our unique Risk Alliance program. Through our Risk Alliance, the Company offers practical risk education, tools, and one-on-one guidance to help architects manage professional liability risk, helping them take the risks necessary to practice architecture while engaging in wise, effective and efficient risk management.

Pro-Demnity is supported by strong underwriting and claims capabilities, established reinsurance relationships, a solid capital base, and a commitment to diversity, equity, inclusion, and belonging.

Pro-Demnity has a permanent staff of 35. Its 13-person Board includes architects and non-architects, with a majority of Directors independent of the OAA. Board members bring experience in finance, insurance, industry, professional services, and governance, and many hold ICD.D or C.Dir. designations. Pro-Demnity is a Corporate Member of the Institute of Corporate Directors.

Experience:

Senior-level

Salary Range:

$55,000 - $70,000

Position description

A Pro-Demnity Board member may serve for up to nine years, subject to annual re-election by the shareholder. A typical annual cycle includes four to five Board meetings, four meetings for each Committee, and a multi-day in-person strategy session. The strategy session and 1-2 Board meetings are held in person, with the remainder of the meetings scheduled virtually. All in-person meetings are held in Ontario.

The Annual General Meeting of the Shareholder is held virtually in late March, followed by a short Board meeting, and attendance is expected.

Directors are required to serve on at least one Standing Committee: the Conduct Review, Governance & Nomination (CRGN) Committee; the Finance & Audit (F&A) Committee; or the Human Resources (HR) Committee. Directors may also participate in ad hoc committees. Committee assignments consider each director’s expertise, Board succession needs, the Company’s future priorities, peer evaluation, recommendations from the Conduct Review, Governance & Nomination Committee, and Board approval.

Pro-Demnity reimburses directors for reasonable expenses incurred in carrying out their role, such as travel and accommodation when required. Directors also receive a modest annual education allowance, an annual retainer, and a per-meeting attendance fee.

Required skills / Experience

The Pro-Demnity Board has 13 directors, including the President & CEO of Pro-Demnity and the Senior Vice President & Treasurer of the OAA, who both serve as ex-officio directors. Of the remaining 11 directors, six are Ontario architects, including two members of OAA Council and four independent of OAA Council, and five are independent Directors from outside the architecture profession whose expertise supports the Board in fulfilling its responsibilities.

Board composition is guided by a skills matrix, future skill requirements, Board renewal, and committee mandates.

This year, Pro-Demnity is seeking one experienced director to join our Board. The ideal candidate will bring Insurance industry experience, sound judgement, curiosity and a forward-looking perspective. Experience with regulated or privately held companies would be an asset.

Independent Director
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How to Apply

Please submit the following information in either a .pdf or .doc format. Applications should be submitted not later than November 30, 2026 by email to Dilhara Perera, Corporate Governance Specialist ([email protected]).

  1. Your Curriculum Vitae
  2. Cover letter
  3. A completed Competency Self-Assessment

Which should include:

  1. Your name, Name of Your Business/Organization, and your title/position in that organization (if applicable), contact address, phone number (s) and e-mail address.
  2. Outline areas of expertise and experience that you can bring to the board of directors, particularly as it relates to the business of Pro-Demnity and board governance.
  3. Provide a brief narrative statement of professional and personal background as it relates to the Pro-Demnity and a statement of interest. This information may be distributed to the Nominations Committee in preparation for its meeting.
  4. Indicate the continuing education efforts pursued by you in board work and your experience as a director or trustee of any other boards (for-profit or not-for-profit).

Please note that, as part of Pro-Demnity’s Director nomination and election process, the information contained in this application may be shared with the Ontario Association of Architects (OAA). If you object to the disclosure of this information, please advise us.

If shortlisted, we will request you to provide two references whom we may contact regarding your application. By submitting the names of these references, you explicitly authorize the referees whose contact information you provide to Pro-Demnity to submit, in written, oral, or electronic form, to Pro-Demnity Insurance Company information pertinent to the evaluation of your application for becoming a director of Pro-Demnity.