Board of Directors

Biographies of board members

François Boulanger

Director related to CGI, complies with the share ownership guideline Age 59 Westmount, Quebec, Canada Director since 2024 President and Chief Executive Officer

Mr. Boulanger was appointed President and Chief Executive Officer of CGI and a member of the Board of Directors in October 2024. In this role, Mr. Boulanger leads the development and implementation of CGI’s profitable growth strategy to continue building a company that is a partner of choice for clients, an employer of choice for people, and an investment of choice for shareholders. Together with his global leadership team, he guides CGI Partners around the world to harness the power of technology with the goal of delivering trusted insights and tangible business outcomes for clients. Prior to his appointment as CEO, Mr. Boulanger spent 25 years leading CGI teams around the world to deliver on a wide range of business and operational strategies. From 2022, in his role as President and Chief Operating Officer (COO), he led CGI’s operations in Canada, U.S. Commercial and State Government, Asia Pacific Global Delivery Centers of Excellence, and Global Intellectual Property Solutions. Also in this capacity, Mr. Boulanger oversaw CGI’s Global CIO function, which is responsible for the company’s digital strategy. He served as CGI’s Executive Vice-President and Chief Financial Officer from October 2014 until his appointment as COO, and in this role, oversaw the company’s global financial operations in addition to the internal audit, investment management, procurement, real estate, investor relations and environmental, social and governance (ESG) functions and strategies worldwide. Mr. Boulanger is based at the company’s global headquarters in Montréal. He is a Chartered Professional Accountant and holds a Bachelor of Business Administration (BBA) degree from HEC Montréal (1988).

Sophie Brochu

Independent director, complies with the share ownership guideline Age 61 Bromont, Quebec, Canada Director since 2023 Chair of the Human Resources Committee and member of the Corporate Governance Committee

Ms. Brochu is a corporate director. She served as President and Chief Executive Officer of Hydro-Québec from 2020 to April 2023. She was the first woman in the government-owned corporation’s history to hold that office on a permanent basis. Ms. Brochu has over 30 years of experience in the energy sector. She began her career in 1987 as a financial analyst with Société québécoise d’initiatives pétrolières (SOQUIP), a Québec government corporation responsible for developing the natural gas network in the province. She joined Énergir (formerly known as Gaz Métro) in 1997 and, in 2007, was appointed its President and Chief Executive Officer, a position she held until 2019. Ms. Brochu serves as a director on the boards of CAE Inc. and Compagnie de Saint-Gobain SA. She is a past board member of the Bank of Montreal. Very active in the community, she has been involved with Centraide of Greater Montreal for many years and co-founded ruelle de l’avenir, a non-profit organization that encourages students in the Centre-Sud and Hochelaga neighborhoods of Montréal to stay in school. Ms. Brochu was awarded honorary doctorates by Université de Montréal (HEC Montréal), Bishop’s University and Université Laval. She is a member of the Order of Canada and an officer of the Ordre national du Québec.

George A. Cope

Independent director, complies with the share ownership guideline Age 63 Toronto, Ontario, Canada Director since 2020 Lead Director Member of the Corporate Governance Committee and of the Human Resources Committee

Mr. Cope is a corporate director. Prior to his retirement in January 2020, he was President and Chief Executive Officer of BCE Inc. and Bell Canada, a position he had held since 2008. Mr. Cope was recognized as Corporate Citizen of the Year in the Report on Business CEO of the Year Awards (2019), one of the Top 100 Best-Performing CEOs in the World by Harvard Business Review (2019) and as Canada’s Outstanding CEO of the Year for 2015 by the Financial Post. Under his leadership, Bell announced the Bell Let’s Talk initiative in 2010, the largest-ever corporate commitment to Canadian mental health and now one of the country’s most prominent community investment campaigns. Mr. Cope was named Ivey Business Leader of the Year in 2013 and is a past member of the school’s advisory board. He has been awarded honorary Doctorate degrees by his alma mater, the University of Windsor, as well as Trent University and Queen’s University. Mr. Cope was Chair of United Way Toronto’s 2013 campaign, and received the Queen’s Diamond Jubilee Medal for his work on Bell Let’s Talk. He is Chair of the board of the Bank of Montreal, and serves as a director of its U.S. subsidiary, BMO Financial Corp. He is a past board member of Maple Leaf Sports & Entertainment Ltd. (MLSE). Mr. Cope was appointed a Member of the Order of Canada in 2014 and was inducted into the Canadian Business Hall of Fame in 2018. Mr. Cope is a graduate of the Ivey School of Business at Western University.

Jacynthe Côté

Independent director, complies with the share ownership guideline Age 66 Candiac, Quebec, Canada Director since 2024 Member of the Corporate Governance Committee and of the Human Resources Committee

Ms. Côté is a corporate director. She is the Chair of the Board of Directors of Royal Bank of Canada. She was also the Chair of the Board of Directors of Hydro-Québec from 2018 to May 2023. She was President and Chief Executive Officer of Rio Tinto Alcan (mining and metallurgical company) from 2009 to 2014. Previously, Ms. Côté was President and Chief Executive Officer of Rio Tinto Alcan's Primary Metal business unit. She joined Alcan Inc. in 1988 and held various senior management positions there during her 26-year career. Ms. Côté is a member of the Board of Directors of Transcontinental Inc., Chair of the Board of Directors of Alloprof, and a member of the Board of Directors of the CHU Sainte-Justine Foundation. Ms. Côté holds a bachelor's degree in chemistry from Laval University and was awarded honorary doctorates by Université du Québec à Chicoutimi and Université de Montréal (HEC Montréal).

Julie Godin

Director related to CGI, complies with the share ownership guideline Age 49 Westmount, Quebec, Canada Director since 2013 Co-Chair of the Board, Executive Vice-President, Strategic Planning and Corporate Development

Ms. Godin, as Co-Chair of the CGI Board of Directors, collaborates with the Board to set the strategic direction of the Company, including overseeing the development and execution of its rolling three-year strategic plan, which is updated annually. As part of this, she and the Board focus on achieving results for and maintaining equilibrium among CGI’s three stakeholders – clients, CGI Partners and shareholders – to ensure each stakeholders’ long-term success. As Executive Vice-President of Strategic Planning and Corporate Development, Ms. Godin oversees the ongoing development of the CGI Management Foundation, which includes the key elements and best practices that define and guide the Company’s actions for the benefit of all three stakeholders. She also leads the strategic planning, marketing & communications, human resources, and mergers & acquisitions functions. In this role, she directs the Company’s continuous improvement through structured stakeholder insights and metrics, and drives forward the successful execution of the Build and Buy Strategy, equipping leaders to bring forward CGI’s end-to-end services and merging with IT and business consulting firms that strengthen the Company’s footprint and capabilities. Before joining CGI, Ms. Godin founded Oxygen Corporate Health, a company that manages comprehensive health and well-being programs in the workplace, which merged with CGI. From 2017 to 2021, Ms. Godin was a member of the Board of Directors of Canadian National Railway Company, a transportation leader and the only transcontinental railroad in North America.

Serge Godin

Director related to CGI, complies with the share ownership guideline Age 75 Westmount, Quebec, Canada Director since 1976 Founder and Executive Chairman of the Board

Serge Godin founded CGI in 1976. Today, CGI is one of the largest independent IT and business consulting services firms in the world. Mr. Godin led CGI as its President and Chief Executive Officer from its founding until 2006, when he became Executive Chairman of the Board. He is also the controlling shareholder of the company.

Under his leadership, CGI has expanded through both organic growth and more than 115 acquisitions, growing from 2 consultants in 1976 to 92,500 today. CGI is known for its track record of successfully integrating consulting operations into its business model by leveraging its Management Foundation, which is CGI’s intellectual property for facilitating operational excellence.

CGI currently operates in more than 400 metro markets across 40 countries worldwide. CGI helps clients digitally transform their organizations through an end-to-end portfolio of capabilities: high-end IT and business consulting, systems integration, managed IT and business process services, and intellectual property solutions.

Mr. Godin is an Officer of the Order of Canada, an Officer of the National Order of Quebec, and a Chevalier de la Légion d’honneur of France. In 2008, he was inducted into the Canadian Business Hall of Fame and received the Lifetime Achievement Award from the Canadian Youth Business Foundation. In 2011, he was named an Honorary Associate by the Conference Board of Canada. In 2015, he became a lifelong member of the Horatio Alger Association of Distinguished Americans, as a Canadian designee. In 2024, he received the EY Entrepreneur Of The Year® Québec Lifetime Achievement Award.

Mr. Godin has been awarded several honorary doctorate degrees, including from Montreal’s Concordia University (Law), Université Laval (Administrative Sciences) of Québec City, HEC (Université de Montréal, affiliated Business School), York University (Law) in Toronto, ÉTS (École de technologie supérieure) of Montréal, and Desautels Faculty of Management, McGill University (Law). Mr. Godin completed studies in computer sciences (CEGEP college degree). After obtaining the equivalent of a bachelor’s degree in management, he undertook courses within the Masters of Business Administration (MBA) program at Université Laval, Québec City.

Mr. Godin has long been involved in charitable causes. In 2000, he established the Godin Family Foundation with a mission to alleviate poverty, promote education and improve the health of children and teens in need. Since its inception, the Foundation has helped more than 400 schools, hospitals, and youth organizations.

Gilles Labbé

Independent director, complies with the share ownership guideline Age 68 Outremont, Quebec, Canada Director since 2010 Chair of the Audit and Risk Management Committee

Mr. Labbé is the Executive Chairman of the Board of Héroux-Devtek Inc., an international company specializing in the design, development, manufacture, repair, and overhaul of landing gear systems and components for the aerospace market. Prior to June 2019, Mr. Labbé had been President and Chief Executive Officer of Héroux-Devtek Inc. since the acquisition of Devtek Corporation by Héroux Inc. in 2000 and previously, he was the President and Chief Executive Officer of Héroux Inc. since 1989. Mr. Labbé holds a Bachelor of Business Administration degree from Université de Montréal and is a Fellow Chartered Professional Accountant (FCPA, FCA).

Michael B. Pedersen

Independent director, complies with the share ownership guidelines Age 64 Toronto, Ontario, Canada Director since 2017 Chair of the Corporate Governance Committee and Member of the Human Resources Committee

Mr. Pedersen is a corporate director. Prior to his retirement in June 2018, he was Special Advisor to the Chief Executive Officer of The Toronto-Dominion Bank since June 2017 and Group Head, U.S. Banking of The Toronto-Dominion Bank as well as President and Chief Executive Officer and a director of TD Bank US Holding Company, TD Bank, N.A. and TD Bank USA, N.A. from 2013 to 2017, where he was responsible for leading the bank’s retail and commercial banking operations in the United States. Prior to joining TD Bank Group in 2007, Mr. Pedersen worked at Barclays plc in the United Kingdom where he was responsible for three global businesses and prior to that he worked at CIBC where he held senior executive roles in retail and business banking. He serves as a director of AtkinsRéalis, and also previously served as Chairman of the Canadian Bankers Association, Chairman of the board of directors of the Business Development Bank of Canada and Chair of the National Board of Directors of the Nature Conservancy of Canada. Mr. Pedersen holds a Bachelor of Commerce degree from University of British Columbia and a Master’s degree in Industrial Relations from University of Toronto.

Stephen S. Poloz

Independent director, complies with the share ownership guideline Age 69 Orleans, Ontario, Canada Director since 2020 Member of the Audit and Risk Management Committee

Mr. Poloz is a corporate director. A widely-recognized economist with nearly 40 years of experience in financial markets, forecasting and economic policy, Stephen S. Poloz served a seven-year term as the Governor of the Bank of Canada, starting in 2013. As Governor, he served as Chairman of the Bank’s board of directors. He was a director of the Bank for International Settlements (BIS) and the Canada Deposit Insurance Corporation. He was also Chair of the BIS Audit Committee and former Chair of the Consultative Council for the Americas. Previously, Mr. Poloz was President and CEO of Export Development Canada, a major public sector financial intermediary providing various forms of insurance and lending to facilitate international business on behalf of Canadian companies. Mr. Poloz currently serves as a director of Enbridge Inc. In 2024, he was appointed an Officer of the Order of Canada.

Mary G. Powell

Independent director, complies with the share ownership guidelines Age 64 South Hero, Vermont, United States Director since 2020 Member of the Corporate Governance Committee and Human Resources Committee

Ms. Powell is a corporate director. She currently serves as Chief Executive Officer of Sunrun Inc., the largest residential-solar company in the U.S. Recognized as an energy transformation visionary, Mary G. Powell has served as President and Chief Executive Officer for Green Mountain Power Corporation (GMP) in the state of Vermont from 2008 through 2019. She led GMP’s ambitious energy transformation program to provide low carbon, low cost and reliable power to Vermont citizens. Ms. Powell has received various accolades, including the prestigious Rachel Carson Award in 2018, which honors distinguished female leaders influencing the environment. Ms. Powell served as Chair of The Solar Foundation and director of the Rocky Mountain Institute. She has extensive experience as a board member, and board chair, and currently serves on the board of Sunrun, Inc.

Alison C. Reed

Independent director, complies with the share ownership guideline Age 67 London, United Kingdom Director since 2018 Member of the Audit and Risk Management Committee

Ms. Reed is a corporate director. She previously held senior management roles at Marks and Spencer plc where she spent more than 20 years, including as Chief Financial Officer from 2001 to 2005, and at Standard Life Assurance Company and Standard Life plc, where she served as Chief Financial Officer from 2005 to 2006 and led the company's listing on the London Stock Exchange. Ms. Reed has served on the board of directors of several companies, including British Airways plc, Darty plc and HSBC Bank plc. She currently serves as a director of NewDay Ltd and as a Member of Council of Exeter University. Ms. Reed holds a Bachelor of Arts degree from Exeter University and is a Chartered Accountant (ACA).

George D. Schindler

Director related to CGI, complies with the share ownership guideline Age 61 Fairfax, Virginia, United States Director since 2016 Special Advisor to the Founder and Executive Chairman of the Board

Mr. Schindler served as President and Chief Executive Officer of CGI from 2016 to 2024. In this capacity, he led the development and implementation of the company’s “Build and Buy” profitable growth strategy to strengthen CGI’s market position as one of the world’s leading global business and strategic IT consulting services firms. Mr. Schindler joined the Company through its acquisition of American Management Systems, Inc. in 2004. Prior to his appointment as President and Chief Executive Officer, Mr. Schindler served as President and Chief Operating Officer of CGI from 2015 to 2016 and as President, United States and Canada Operations from 2011 to 2015. A recognized industry leader, Mr. Schindler has twice been named a Top 100 Leader by Federal Computer Week. He holds a Bachelor of Science degree in Computer Science from Purdue University.

Kathy N. Waller

Independent director, complies with the share ownership guideline Age 66 Atlanta, Georgia, United States Director since 2018 Member of the Audit and Risk Management Committee

Ms. Waller is a corporate director. She served as the Executive Vice President, Chief Financial Officer and President, Enabling Services of The Coca-Cola Company until March 2019 where she was responsible for leading the company’s global finance organization. Ms. Waller joined The Coca-Cola Company in 1987 as a senior accountant and held numerous accounting and finance roles. She was Vice President, Controller from August 2009 to September 2013 and Senior Vice President, Finance from September 2013 to April 2014, prior to becoming Executive Vice President and Chief Financial Officer. She assumed responsibility for the company’s strategic governance areas as Executive Vice President, Chief Financial Officer and President Enabling Services from May 2017 to March 2019. Ms. Waller currently serves on the board of directors of Beyond Meat, Inc. and Delta Air Lines, Inc. Ms. Waller is the Executive Director of the Atlanta Committee for Progress, a public/private partnership that supports the City of Atlanta. Previously she served on the board of directors of Coca-Cola FEMSA, S.A.B. de C.V, Cadence Bancorporation and Monster Beverage Corporation. She holds a Bachelor of Arts degree and a Master’s degree in Business Administration from the University of Rochester and is a Certified Public Accountant (CPA, CGMA). Ms. Waller was named one of the Most Influential Black Corporate Directors by Savoy Magazine in its Fall 2021 issue.

Frank Witter

Independent director, complies with the share ownership guideline Age 65 Braunschweig, Germany Director since 2021 Member of the Audit and Risk Management Committee

Frank Witter is a corporate director. A longtime executive with Volkswagen, Mr. Witter became Chief Executive Officer of Volkswagen Financial Services AG in September 2008, serving in that role until September 2015 when he became Chief Financial Officer for Volkswagen Group—a role from which he retired in 2021. With the responsibility for both finance and information technology, he also served as a member of Volkswagen Group’s Board of Management from October 2015 to March 2021. Mr. Witter joined the Volkswagen Group in 1992, overseeing the capital markets section of the company’s Group Treasury unit until 1998. He subsequently became Treasurer at Volkswagen of America and Volkswagen Canada. In 2001, Mr. Witter left Volkswagen to serve as Corporate Treasurer at SAirGroup in Zurich, Switzerland, returning to Volkswagen in 2002. From 2002 to 2005, Mr. Witter served as CFO of Volkswagen of America and Volkswagen Canada. At the beginning of 2005, he assumed the combined role of CEO and CFO for both subsidiaries. From October 2007 to September 2008, Mr. Witter was President and CFO of VW Credit, Inc. During this time, he also served as Regional Manager for the American markets of Volkswagen Financial Services AG. In May 2021, Mr. Witter became a member of the Supervisory Board of Deutsche Bank AG. He holds a business degree from the University of Hanover in Germany. Furthermore, after his retirement from Volkswagen AG he continued to be a member of the Supervisory Board of Traton SE.

Composition of the board and its committees

Executive Chairman of the Board

Serge Godin

Lead Director

George A. Cope

Charter of the Board of Directors (PDF)

Corporate Governance Committee

Sophie Brochu

George A. Cope

Jacynthe Côté

Michael B. Pedersen (Chair)

Mary G. Powell

Charter of the Corporate Governance Committee (PDF)

Human Resources Committee

Sophie Brochu (Chair)

George A. Cope

Jacynthe Côté

Michael B. Pedersen

Mary G. Powell

Charter of the Human Resources Committee (PDF)

Audit and Risk Management Committee

Gilles Labbé (Chair)

Stephen S. Poloz

Alison C. Reed

Kathy N. Waller

Frank Witter

Charter of the Audit and Risk Management Committee (PDF)

Corporate governance contact resources

• Benoit Dubé, Executive Vice-President, Legal and Economic Affairs, and Corporate Secretary

• George A. Cope, Lead Director

• Contact CGI’s lead director