Humasys is a federally registered Canadian controlled private corporation with the principal offices in Mississauga, Ontario. As a private, non-distributing corporation, Humasys is not required to disclose any information regarding its business activity other than in the manner mandated by applicable Canadian agencies for tax and compliance purposes.
However, in the spirit of continuous business improvement, understanding our partners due-diligence needs with their sourcing partners that require greater transparency we have made a decision to release the following information about our business:
Our policy and practice to date is that all business activity of Humasys is governed by our By-Laws, in compliance with Canada Business Corporations Act, Canada Corporations Regulations, as well as other applicable laws and legislation of the jurisdictions where Humasys conducts business, including compliance with contractual obligations imposed by our clients and contractors;
Our practice to date, implemented as a contractual obligation explicitly stated in all work contracts between the company and its employees is that all employees are required to uphold the law at all times; honour confidentiality, privacy and security of our corporate and our clients’ information; demonstrate integrity in all our communications; exercise utmost attention and dedication to safeguarding our corporate and our clients’ assets and intellectual property conforming to SAS 70 Type II standard.
Our policy further requires that each director of a corporation in exercising his or her duties shall act honestly and in good faith with a view to the best interests of corporation when deciding regarding the kind of information about our business that can be released to third parties along with the basis for such disclosure.
Full executive power in Humasys is vested in our board of directors, which currently consist of 4 partners who are the only shareholders of the company cumulatively owning 100% of outstanding shares in roughly equal proportions; the main source directors remuneration is dividends, which guarantees strong alignment of their interests with those of the company;
The directors are individually and collectively responsible for overall stewardship of the company; they have historically been dispersed geographically and govern the company via our formal semi-annual face-to-face board meetings as well as via constant ongoing operational communications. In performing its role, the board makes major policy decisions, defines major strategy, identifies principal risks of our business and seeks to ensure effective risk management, prepares semi-annual operational budgets, including most capital allocations, delegate specific project management responsibilities, approves annual reports;
Groups of our employees are also dispersed geographically; they all have work contracts along with strong Non-Disclosure and Non-Compete Agreements directly with our Canadian entity, though vast majority of our employees have been with us for many years their contracts are reviewed regularly and renewals normally mimic the service contracts with our clients;
Managerial responsibility for a specific group of employees is usually limited to project management responsibility assigned to a specific project manager, and such manager's financial discretion is limited to budget pertaining to his/her group as well as specific dollar thresholds. Expenditures beyond these thresholds require approval of any director and consecutive advances from our operating accounts in Canadian bank;
All directors have full and equal executive powers along with a full accountability that is based on years of personal relationships and mutual trust. The company does not have any other investors, nor does it currently plan to seek external investments. It has been a profitable business for years and has accumulated sufficient reserves to fund our ongoing activities for a foreseeable future;
Transparency is a key aspect of good governance and the board has been fully committed to clear, comprehensive and constant disclosure of all business affairs and financial activity between the members of the board. All directors are entrepreneurs and financially savvy individuals that are constantly and fully abreast of all specifics of business of the corporation, which ensures continuity of our model and continuous integrity of our business;
Our Balance Sheet and Profit & Loss Reports are regularly reviewed and approved by all directors, independently audited by an external financial advisor and upon their approval are filed with Canadian Revenue Agency on annual basis;
In keeping with our goal of continuous improvement our corporate governance process is a subject to further changes that will generally aim to accommodate ever-changing business and regulatory environment, such as the need for greater transparency.