Ian Dundas
About Ian Dundas
Ian Dundas, 57, joined the Chord Energy board in 2024 following Chord’s acquisition of Enerplus, where he served as President & CEO (2013–2024). He holds a B.Comm (Distinction) from the University of Calgary and an LL.B. (Distinction) from the University of Alberta. From May 31, 2024 through May 31, 2025, he also serves as Advisor to the CEO under a fixed-term letter agreement; he is not currently independent under Nasdaq standards while in that role .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Enerplus Corporation | President & CEO | 2013–2024 | Led strategy, operations, marketing, reserves, A&D during tenure |
| Enerplus Corporation | EVP & COO | 2011–2013 | Operational leadership |
| Enerplus Corporation | VP, Business Development | 2002–2011 | Corporate development, A&D |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| IS Energy | Director | 2024–Present | Current public/private board service (as disclosed) |
| Sharptail Energy | Director | 2024–Present | Current public/private board service (as disclosed) |
| Enerplus Corporation | Director/Executive | 2013–2024 | Former director during CEO tenure |
Board Governance
- Independence and committees: The board determined all directors other than Daniel Brown (CEO) and Ian Dundas are independent; Dundas has no current committee assignments while he serves as Advisor to the CEO through May 31, 2025 .
- Board attendance/engagement: In 2024, the board held 18 meetings; committees held 5 (Audit & Reserves), 7 (Compensation & HR), 4 (Safety & Sustainability), and 4 (Nominating & Governance); average director attendance was 99%, and 100% of directors then serving attended the 2024 annual meeting .
- 2025 director election outcome (Annual Meeting 4/30/2025): Dundas received 48,141,693 For; 110,567 Against; 66,037 Abstain; 4,103,284 Broker Non-Votes, and was elected for a one-year term .
- Board leadership and practices: Separate Board Chair (Susan Cunningham) and CEO roles; regular executive sessions of independent directors; director stock ownership guideline of 5x annual board cash retainer; hedging, pledging and short sales prohibited .
Fixed Compensation (Role-specific 2024)
| Component | Detail | Amount/Term |
|---|---|---|
| Advisor to CEO – Base Salary | Annualized base salary under Letter Agreement | $500,000; paid $291,667 in 2024 (service began 5/31/2024) |
| Director Cash/Fees (2024) | Non-employee director fees not applicable while employee | $0 for Dundas in 2024 (compensated as employee) |
| Director Program Benchmarks (for context) | Cash/equity retainers and committee fees (non-employee directors) | Board Chair: $70,000 cash + $70,000 equity; Committee Chairs: $25,000; Members: $10,000 |
Performance Compensation (Role-specific 2024)
| Instrument | Grant Date | Grant-Date Fair Value | Vesting | Notes |
|---|---|---|---|---|
| RSU (time-based) | May 31, 2024 | $2,000,018 | Vests in full on May 31, 2025 | Grant valued at $185.41 per share on grant date; no 2024 bonus eligibility |
No performance-conditional awards or AIP metrics applied to Dundas in 2024 (non-bonus eligible under the Letter Agreement) .
Other Directorships & Interlocks
- Current other boards: IS Energy; Sharptail Energy (both 2024–Present) .
- Compensation committee interlocks (Chord): CHR members (Foulkes, Taylor, McCarthy, Woung‑Chapman) had no reported interlocks or related-party relationships in 2024; Dundas is not on CHR .
Expertise & Qualifications
- Executive leadership (public C‑suite), E&P operations, capital allocation, financial reporting, EHS, information security, M&A, risk management/sustainability, and corporate governance (as summarized in CHRD skills matrix and biography) .
- Education: B.Comm (Distinction), University of Calgary; LL.B. (Distinction), University of Alberta .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | Reference Date |
|---|---|---|---|
| Ian Dundas | 64,694 | <1% | Outstanding shares: 59,489,481 as of March 5, 2025 |
- Ownership alignment policies: Directors must hold stock equal to 5x annual board cash retainer; company prohibits hedging, pledging, and short sales; insider policy imposes strict trading windows and pre‑clearance for directors .
- Pledging status: Company policy prohibits pledging; proxy does not indicate any pledged shares for Dundas; beneficial ownership shown without pledge annotations .
Employment & Contracts (Transition Role)
| Term | Detail |
|---|---|
| Role/Term | Advisor to the CEO and director effective at Enerplus close; term through May 31, 2025 |
| Compensation | $500,000 annualized base salary (paid $291,667 in 2024); no 2024 bonus; $2,000,018 RSU granted June 2024, vesting May 31, 2025 |
| End of Employment | Employment as Advisor to CEO terminates May 31, 2025; if re-elected, post-5/31/2025 compensation transitions to non‑employee director program |
Say-on-Pay & Shareholder Feedback
| Meeting | Proposal | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|---|
| 2025 Annual Meeting (4/30/2025) | Advisory Say‑on‑Pay | 47,323,842 | 740,084 | 254,371 | 4,103,284 |
| 2024 Annual Meeting (prior year reference) | Say‑on‑Pay approval (for 2023 NEO pay) | ~96.25% approval of votes cast | — | — | — |
Related Party Transactions & Conflicts
- Letter Agreement with Dundas: Employment as Advisor to CEO (term through 5/31/2025), $500k annualized base salary, no 2024 bonus, $2.0MM RSU grant vesting 5/31/2025; disclosed under Related Persons policy; Dundas recuses as required for any related-person deliberations .
- Corporate opportunity framework: Certificate of Incorporation includes a corporate opportunity renunciation for certain non-employee directors and specified parties, with exceptions where opportunities are presented solely in their capacity as Chord directors or arise from Chord confidential information .
- Trading and pledging: Hedging, pledging, and short sales prohibited by policy; insider trading policy enforces blackout windows and pre‑clearance for directors .
Governance Assessment
-
Strengths
- Deep basin-operating and M&A experience aligned with Chord’s strategy post‑Enerplus combination .
- Strong shareholder support for board slate in 2025; Dundas elected with minimal opposition; robust say-on-pay support maintained (2025 and ~96% prior year) .
- Robust governance policies: separate Chair/CEO, executive sessions, 5x stock ownership guideline, clawback policy, and prohibitions on hedging/pledging .
-
Watch items / potential red flags
- Independence: While serving as Advisor to the CEO during the transition (through 5/31/2025), Dundas is not independent, limiting committee eligibility and potentially perceived board independence until term end .
- Related-person exposure: One-time employment Letter Agreement (cash + time‑based RSU) concurrent with board service—properly disclosed, but investors often scrutinize director-employee overlaps for conflict optics .
- Corporate opportunity renunciation for non‑employee directors creates a permissive framework for outside opportunities, though exceptions protect board‑capacity opportunities and confidential information .
Overall, Dundas brings highly relevant operating and deal experience from Enerplus; the temporary non‑independent status tied to his Advisor role is the main governance consideration through May 31, 2025, after which he is expected to fall under the standard non‑employee director program and independence assessment .