Board of Directors Meeting - January 18, 2016

Agenda

1. Approval of Public Meeting Agenda

Action: Approval

Pre-read: Public Meeting Agenda

Presenter: Chair

2. Confirmation of Board of Directors’ Public Meeting Minutes of December 3, 2015

Action: Approval

Pre-read: Minutes

Presenter: Chair

3. Business Arising from the Public Meeting Minutes and Action Items Update

Action: Information

Pre-read: Action Item List

Presenter: Chair

4. Chair’s Remarks

Action: Information

Pre-read: Verbal Report

Presenter: Chair

5. Chair’s Poll re: Conflict of Interest

Action: Declaration

Pre-read: Agenda and Conflict of Interest Policy

Presenter: Chair

6. President and Chief Executive Officer’s (Interim) Remarks

Action: Information

Pre-read: Verbal Report

Presenter: President and Chief Executive Officer (Interim)

Reports from Management

8. 2016 Corporate Goals and Objectives

Action: Approval

Pre-read: TCHC:2016-02

Presenter: Director Strategic Planning & Stakeholder Relations

9. 2016 Strategic Planning Process

Action: Information

Pre-read: TCHC:2016-03

Presenter: Director Strategic Planning & Stakeholder Relations

10. TCHC and Shareholder Meeting Process

Action: Information

Pre-read: TCHC:2016-04

Presenter: Director Strategic Planning & Stakeholder Relations

11. Communication from City Council

Action: Approval

Pre-read: TCHC:2016-01

Presenter: Director Strategic Planning & Stakeholder Relations

TERMINATION

Minutes

The Board of Directors of the Toronto Community Housing Corporation (TCHC) held a public meeting on January 18, 2016 at 11:05 a.m. in in the Main Floor Conference Room at 931 Yonge Street, Toronto. 

Directors in Attendance: 

Bud Purves (Chair) 

Councillor Ana Bailão 

Robert Carlo 

Councillor Raymond Cho 

Councillor Joe Cressy  

Vincent Gasparro 

Linda Jackson 

Joseph Kennedy 

Colin Lynch 

Kevin Marshman 

Pamela Taylor 

Catherine Wilkinson 

Directors Absent: 

Councillor Frank Di Giorgio 

Management present: 

Marta Asturi, Legal Counsel & Assistant Corporate Secretary 

Simone Atungo, Vice President, Resident and Community Services (Interim) 

Cathy Barker, Vice President, Human Resources 

Jason Gorel, Chief Financial Officer & Treasurer 

Ismail Ibrahim, General Counsel & Corporate Secretary (Interim)  

Hugh Lawson, Director, Strategic Planning and Stakeholder  Relations 

Graham Leah, Vice President, Asset Management 

Bruce Malloch, Director, Strategic Communications 

Sheila Penny, Vice President, Facilities Management 

Greg Spearn, President & Chief Executive Officer (CEO) (Interim)/ Chief Development Officer 

Cynthia Summers, Commissioner of Housing Equity 

Michael Vear, Chief Internal Auditor 

A quorum being present, the Chair called the meeting to order and Ms. Charmaine Zina served as recording secretary.  

Item 1 - Approval of Public Meeting Agenda

Motion carried 

ON MOTION DULY MADE by Mr. Marshman, seconded by Ms. Taylor and carried, the Board of Directors approved the public meeting agenda as circulated. 

Item 2 - Confirmation of Board of Directors' Public Meeting Minutes of December 3, 2015

The Board of Directors had before it the draft Board minutes for December 3, 2015. 

Motion carried 

ON MOTION DULY MADE by Ms. Wilkinson, seconded by Councillor Cressy and carried, the Board of Directors confirmed the above-captioned minutes with the understanding that going forward, the items being deferred and/or not held for discussion be listed by the item number and report name (as opposed to just itemized number). 

Item 3 - Business Arising from the Public Meeting Minutes and Action Items Update

The Board of Directors had before it the business arising from the public meeting minutes. The Board and Management discussed the importance of adhering to the target dates and providing reasons in the status column should target dates need to be reassessed 

Motion carried 

ON MOTION DULY MADE by Mr. Marshman, seconded by Ms. Taylor and carried, the Board of Directors received the report for information. 

Item 4 - Chair's Remarks

The Chair welcomed everyone to today’s Board meeting and acknowledged this being the first public meeting of 2016.  Additionally, the Chair welcomed TCHC’s newly appointed citizen Board members: Vincent Gasparro, Linda Jackson, Joseph Kennedy, Colin Lynch, Kevin Marshman and Pamela Taylor. 

The Board met in-camera to discuss the composition of TCHC’s Board committees. TCHC will be maintaining the current structure of three Board committees and two subcommittees. The membership of the committees are: 

• Colin Lynch will serve as chair of the Building, Investment, Finance and Audit Committee (“BIFAC”), Councillor Bailᾶo will serve as the committee’s Vice Chair.  Kevin Marshman and Vincent Gasparro are appointed as members of the committee. 
• Pamela Taylor will serve as chair of the Governance, Communications, Human Resources, and Compensation Committee (“GCHRCC”). Councillor Cressy will serve as committee Vice Chair. Joe Kennedy and Catherine Wilkinson are appointed as committee members. 
• Linda Jackson will serve as chair of the Resident Services Committee (“RSC”). Councillor Di Giorgio will serve as committee Vice Chair. Councillor Cho, Catherine Wilkinson and Robert Carlo are appointed as committee members. 
• Kevin Marshman will serve as chair of the Investment Advisory Committee (“IAC”). Greg Spearn, and external board members, Martin Willschick and Barry Nowoselski will continue on the committee. 

During the closed session, the Board received a report on further steps taken to align senior executive compensation with the City of Toronto’s (“City’s”) model. The Chair provided the Board with an update on how TCHC is taking proactive steps to work more collaboratively with the City to address issues of mutual interest.  This will promote regular dialogue, consistent collaboration and timely decision-making.  

The Board Chair noted on today’s public agenda is a report with respect to a City Council request that TCHC rename its building at 39 Harcourt Avenue. The proposed new name is Foley Place. It commemorates a former resident and long-serving tenant representative, Janice Foley. Ms. Foley passed away three years ago under tragic circumstances at her home at 39 Harcourt Avenue. 

Finally, last week the Interim President and Chief Executive Officer and the Chief Financial Officer and Treasurer were at City Hall presenting TCHC’s 2016 Budget to the City Budget Committee, and the Board Chair reported it was an excellent presentation of a full picture of the budget this Board approved in December 2015. The presentation is available on TCHC’s website and would like to thank Greg Spearn, Jason Gorel, Hugh Lawson and all the staff who worked to prepare the materials for the presentation. 

Deputations

The Chair polled for any deputations to be heard at the meeting. The following deputations were presented: 

Item 8 - 2016 Corporate Goals and Objectives (Deputed by Clive Williams and Susan Gapka) 

Item 9 - 2016 Strategic Planning Process (Deputed by Clive Williams) 

Item 11 – Communication from City Council (Deputed by Clive Williams)

Item 5 - Chair's Poll re: Conflict of Interest

The Chair requested members of the Board of Directors to indicate any agenda item in which they have a conflict of interest, together with the nature of the interest.  No conflicts were declared. 

Item 6 - Interim President and Chief Executive Officer's Remarks

Mr. Spearn highlighted activities that TCHC has been doing in its communities and at City Hall since the last Board meeting on December 3, 2015, including updates on: 

1. Winter Jacket Giveaway 
2. Toronto Crime Stoppers Month event 
3. Hydro Bill Relief Letters 
4. Jays Care Partnership Event 
5. Progress on Capital Repairs Funding 
6. Information provided to newly elected federal MPs. 

Item 8 - 2016 Corporate Goals and Objectives, TCHC:2016-02
     
The Board of Directors had before it the above-captioned report (TCHC:2016-02) from the  Interim President and Chief Executive Officer.   

Mr. Spearn presented the report and advised the Board that the goals and objectives reflect and build on the strategic directions from TCHC’s last board-approved Strategic Plan, Homeward 2016, which closed at the end of 2015.   

The Board and Management discussed the above-mentioned report.  Mr. Hugh Lawson, Director, Strategic Planning & Stakeholder Relations, answered questions raised by the Board and notified the Board that these goals and objectives can be amended, if necessary due to the potential Mayor’s Task Force recommendations.   

Motion carried 

ON MOTION DULY MADE by Ms. Taylor, seconded by Mr. Lynch and carried, the Board of Directors unanimously resolved to receive the 2016 Corporate Goals and Objectives subject to a report to be brought back to the Board on the potential impact of the Mayor’s Task Force recommendations and the proposed performance measures. 

Item 9 - 2016 Strategic Planning Process, TCHC:2016-03

The Board of Directors had before it the above-captioned report (TCHC:2016-03) from the Interim President and Chief Executive Officer.  Mr. Spearn informed the Board that the report describes TCHC’s overall approach to developing the next strategic plan, including its commitment to consulting with residents, staff and stakeholders.   

The Board and Management discussed the above-mentioned report.  Mr. Hugh Lawson, Director, Strategic Planning & Stakeholder Relations answered questions raised by the Board, and received feedback from the Board.   

Motion carried 

ON MOTION DULY MADE by Councillor Bailão, seconded by Councillor Cressy and carried, the Board of Directors received the report for information. 

Item 10 - TCHC and Shareholder Meeting Process, TCHC:2016-04

The Board of Directors had before it the above-captioned report (TCHC:2016-04) from the Interim President and Chief Executive Officer.   

Mr. Spearn advised the Board on how TCHC has formalized a good structure to existing discussion tables with the City of Toronto.  As this report describes, TCHC has been building on this process to create more formal models in order to ensure consistent collaboration with the City of Toronto.  In the past, there have been ad hoc tables related to specific issues.  

The Board and Management discussed the above-mentioned report.  The Board noted that its role was missing from this process, and requested Management to consider formalizing the role of TCHC’s Board of Directors in the meeting process and the Board’s role in the Shareholder process. 

Motion carried 

ON MOTION DULY MADE by Councillor Cressy, seconded by Ms. Wilkinson and carried, the Board of Directors received the report for information subject to Management taking into consideration formalizing the role of TCHC’s Board of Directors in the meeting process and the Board’s role in the Shareholder process. 

Item 11 - Communication from City Council, TCHC:2016-01

The Board of Directors had before it the above-captioned report (TCHC:2016-01) from the Interim President and Chief Executive Officer.   

The Board and Management discussed the report. 

Motion carried 

ON MOTION DULY MADE by Councillor Bailão, seconded by Mr. Lynch and carried, the Board of Directors unanimously approved the recommendation in this report to rename 39 Harcourt Avenue – Foley Place. 

TERMINATION 

The Board of Directors resolved to terminate the public meeting at 12:45 p.m.