Building Investment, Finance and Audit Committee (BIFAC) Meeting - November 23, 2017

Public Agenda

1. Chair’s Remarks    

Action: Information

Pre-read: Verbal Report

Presenter: Chair

2. Consent agenda

Approval of Public Meeting Agenda

Action: BIFAC Approval

Pre-read: Agenda

Presenter: Chair

Chair’s Poll re: Conflict of Interest

Action: Declaration

Pre-read: Agenda and Conflict of Interest Policy

Presenter: Chair

Confirmation of the Public Meeting Minutes of October 11, 2017

Action: BIFAC Approval

Pre-read: Minutes

Presenter: Chair

Business Arising from the Public Meeting Minutes and Action Items Update

Action: Information

Pre-read: Action Item List

Presenter: Chair

Q3 2017 Report on $250M Capital Plan

Action: Information

Pre-read: BIFAC:2017-84

Presenter: Vice President, Facilities Management

Internal Audit – Fraud Complaints Received Q3 2017

Action: Information

Pre-read: BIFAC:2017-80

Presenter: Chief Internal Auditor

3. Internal Audit: 2018 Internal Audit Work Plan

Action: BIFAC & Board Approval

Pre-read: BIFAC:2017-81

Presenter: Chief Internal Auditor

4. Changes to Financial Control Bylaw 3

Action: BIFAC & Board Approval

Pre-read: BIFAC:2017-94

Presenter: General Counsel and Corporate Secretary (Interim)

5. Enterprise Risk Management (ERM) 3Y Refresh Plan

Action: Information

Pre-read: BIFAC:2017-88

Presenter: General Counsel and Corporate Secretary (Interim)

6. TCHC Accessibility Standards: Build Ratio Update BIFAC and Board

Action: BIFAC and Board Approval

Pre-read: BIFAC:2017-83

Presenter: Vice President, Development (Interim); Vice President, Facilities Management

7. Enhancing Tenant Services

Action: Information

Pre-read: BIFAC:2017-93

Presenter: Acting Chief Financial Officer and Treasurer

8. 2018 BIFAC Work Plan

Action: BIFAC Approval

Pre-read: BIFAC:2017-85

Presenter: General Counsel and Corporate Secretary (Interim)

TERMINATION

Minutes

The Building Investment, Finance and Audit Committee (“BIFAC” or “Committee”) of Toronto Community Housing Corporation (“TCHC”) held a public meeting on November 23, 2017 in the Main Floor Conference Room, 931 Yonge Street, Toronto, and by teleconference, commencing at 10:50 a.m. 

Committee Directors Present: 

Colin Lynch, Chair

Councillor Ana Bailão

Vincent Gasparro

Ex Officio Director Present:

Kevin Marshman (via teleconference)

Management Present:

Marta Asturi, Legal Counsel and Assistant Corporate Secretary

Ismail Ibrahim, General Counsel and Corporate Secretary (Interim) (via teleconference) (left at 10:42 a.m.)

Graham Leah, Vice President, Asset Management

Rose-Ann Lee, Chief Financial Officer and Treasurer (Acting)

Kathy Milsom, President and Chief Executive Officer

Sheila Penny, Vice President, Facilities Management

Vincent Tong, Vice President, Deveopment (Interim)

Michael Vear, Chief Internal Officer

A quorum being present, the Chair called the meeting to order and Mr. Steven Iserhoff served as recording secretary.

Item 1 - Chair's Remarks

No remarks from the Chair at this time.

Item 2A - Approval of Public Meeting Agenda

Motion carried

ON MOTION DULY MADE by Mr. Gasparro, seconded Councillor Bailão and carried, the BIFAC approved the public meeting agenda.

Item 2B - Declaration of Conflict of Interest

The Chair requested members of the BIFAC to indicate any agenda item in which they had a conflict of interest, together with the nature of the conflict. None were declared.

Item 2C - Confirmation of the October 11, 2017 Public Meeting Minutes

Motion carried 

ON MOTION DULY MADE by Mr. Gasparro, seconded by Councillor Bailão and carried, the BIFAC approved the minutes with no amendments.

Item 2D - Business Arising from the Public Meeting Minutes and Action Item List

The Committee requested that Item 2 be removed from the action item list.

Motion carried 

ON MOTION DULY MADE by Mr. Gasparro, seconded Councillor Bailão and carried, the BIFAC received the item for information.

Item 2E - Q3-2017 Report on $250M Capital Plan, BIFAC:2017-84

Motion carried

ON MOTION DULY MADE by Mr. Gasparro, seconded Councillor Bailão and carried, the BIFAC received the item for information.

Item 2F - Internal Audit – Fraud Complaints Received Q3 2017, BIFAC:2017-80

Michael Vear, Chief Internal Auditor (“Auditor”), presented the above-captioned report (BIFAC:2017-80).

The Committee referred to page seven of the report and enquired why there was a material increase in fraud complaints of unreported income. The Auditor noted that his team conducted a pilot project focusing on rent geared to income calculations in Operating Unit D, which resulted in many instances of tenants not reporting their correct income. The Auditor noted that this pilot project has expanded to all operating units.

The Committee requested that the Auditor include a year-to-year overview of types of fraud complaints received. The Auditor noted this.

Motion carried 

ON MOTION DULY MADE by Mr. Gasparro, seconded Councillor Bailão and carried, the BIFAC received the item for information.

Item 3 - Internal Audit: 2017 Internal Audit Work Plan, BIFAC:2017-81

Michael Vear, Chief Internal Auditor (“CIA”), presented the above-captioned report (BIFAC:2017-81).

Motion carried 

ON MOTION DULY MADE by Mr. Gasparro, seconded Councillor Bailão and carried, the BIFAC received the item for information.

Item 4 - Changes to Financial Control Bylaw 3, BIFAC:2017-94

Ismail Ibrahim, General Counsel and Corporate Secretary (Interim), presented the above-captioned report (BIFAC:2017-94)

The Committee requested that the following be changed in Attachment 2: 

• That “Chairman” be changed to “Chair”

The Committee agreed with Management’s recommendations, however proposed the following:

• That the Committee have the ability to modify the threshold of the Procurement Award Committee (“PAC”); and
• That the Committee focus on giving Management clear direction on the vision of the corporation, which will allow staff to ensure the correct decisions are being made at the PAC level. 

The Committee requested more detail for the following in Attachment 3:

Where multiple projects are procured through a single procurement call, the commitment value will be deemed to be at the capital project level if:

• Each project in the procurement call is evaluated separately;
• Each project in the procurement call is awarded separately based on the highest score/lowest cost (as set out in the procurement documents) for each project; and
• The project is severable from all other projects (i.e. will continue to be executed whether or not other related projects in the procurement call are cancelled or delayed).

Motion carried 

ON MOTION DULY MADE by Mr. Gasparro, seconded by Councillor Bailão and carried, the BIFAC resolved to approve the following recommendations and recommended that the Board:

1. Delegate the Board’s signing authority of up to $2.5 million (exclusive of taxes) to the Procurement Award Committee, as outlined in this report;
2. Delegate the Board’s signing authority above $2.5 million (exclusive of taxes) to BIFAC;
3. Request that the City of Toronto revise Bylaw 3 as per Appendix 2; and
4. Authorize the appropriate staff to implement the above recommendations.

Item 5 - Enterprise Risk Management 3Y Refresh Plan, BIFAC:2017-88

John Angkaw, Director, Risk Management and Insurance, presented the above-captioned report (BIFAC:2017-88). 

Motion carried 

ON MOTION DULY MADE by Mr. Gasparro, seconded by Councillor Bailão  and carried, the BIFAC received the item for information.

Mr. Ibrahim left at 10:42 a.m.

Item 6 - TCHC Accessibility Standards: Build Ratio Update, BIFAC:2017-83

Vincent Tong, Vice President, Development (Interim), and Sheila Penny, Vice President, Facilities Management, presented the above-captioned report (BIFAC:2017-83).

Motion carried 

ON MOTION DULY MADE by Mr. Gasparro, seconded by Councillor Bailão and carried, the BIFAC resolved to approve the following recommendations and recommended that the Board:

1. Phased increase to the build ratio for fully modified accessible units in new revitalization communities from the current 4% to 9.5% in 2017 and to 15% by 2020. 
2. Increases above the 4% in new revitalization communities can be accommodated through retrofits of existing vacant units in TCHC’s portfolio if there is no demand for the units from returning relocated households.
3. 15% fully modified accessible units for any new TCHC buildings where 100% of the units are net new to the portfolio.
4. Authorize the President and Chief Executive Officer (or designate) to execute any and all documents as may be necessary to give effect to the above recommendation.

Item 7 - Enhancing Tenant Services, BIFAC:2017-93

Rose-Ann Lee, Chief Financial Officer and Treasurer (Acting), presented the above-captioned report (BIFAC:2017-93).

Motion carried

ON MOTION DULY MADE by Mr. Gasparro, seconded by Councillor  Bailão  and carried, the BIFAC received the report for information

Item 8 - 2018 BIFAC Work Plan, BIFAC:2017-85

Marta Asturi, Legal Counsel and Assistance Corporate Secretary, presented the above-captioned report (BIFAC:2017-85).

Motion carried

ON MOTION DULY MADE by Mr. Gasparro, seconded by Councillor  Bailão  and carried, the BIFAC resolved to approve the following recommendations:

1. that the BIFAC review and approve the draft 2018 Work Plan appended as Attachment 1 to this report.

TERMINATION

The BIFAC resolved to terminate the public meeting at 9:32 a.m.