Building Investment, Finance and Audit Committee (BIFAC) Meetings - April 12, 2018

Public Agenda

2:25 - Chair’s Remarks

Action: Information

Pre-read: Verbal Report

Presenter: Chair

2:30 - 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 February 13, 2018

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

Review of Board, President and CEO, and Employee Expenses – Annual (Q4-2017)

Action: Information

Pre-read: BIFAC:2018-14

Presenter: Chief Internal Auditor

Internal Audit – Fraud Complaints Received Year Ended December 31, 2017 

Action: Information

Pre-read: BIFAC:2018-12

Presenter: Chief Internal Auditor

Lawrence Heights Phases 1a & 1b: Registration of Shared Facilities Agreements

Action: BIFAC & Board Approval

Pre-read: BIFAC:2018-20

Presenter: Chief Development Officer

2:35 -  Annual Report and Letter to the Shareholder

Action: BIFAC & Board Approval

Pre-read: BIFAC:2018-25

Presenter: President and Chief Executive Officer

Reports from Internal Audit

2:45 - Chief Internal Auditor 2017 Annual Report

Action: Information

Pre-read: BIFAC:2018-27

Presenter: Chief Internal Auditor

2:50 - 2018 Revised Internal Audit Work Plan

Action: BIFAC & Board Approval

Pre-read: BIFAC:2018-31

Presenter: Chief Internal Auditor

2:55 - Internal Audit Report: Tenant Parking Charges Monitoring

Action: Information

Pre-read: BIFAC:2018-18

Presenter: Chief Internal Auditor

3:00 - Internal Audit Report: Continuous Controls Monitoring – Accounts Payable Data Analytics

Action: Information

Pre-read: BIFAC:2018-22

Presenter: Chief Internal Auditor

3:05 - Status Update on Audit Recommendations from Internal Audit Reports

Action: Information

Pre-read: BIFAC:2018-17

Presenter: Chief Internal Auditor

3:10 - Tenants First – Property Transfers

Action: BIFAC and Board Approval

Pre-read: BIFAC:2018-19

Presenter: President and Chief Executive Officer

TERMINATION

Public Meeting Minutes

The Building Investment, Finance and Audit Committee (“BIFAC”) of Toronto Community Housing Corporation (“TCHC”) held a public meeting on April 12, 2018, in the Main Floor Conference Room, 931 Yonge Street, Toronto, and by teleconference, commencing at 2:25 p.m.

BIFAC Directors Present:

Colin Lynch, Chair

Councillor Ana Bailão

Vincent Gasparro 

Ex-Officio Director Present:

Kevin Marshman (via teleconference)

Other Directors Present:

Pamela Taylor (via teleconference)

Catherine Wilkinson

Management Present:

Marta Asturi, Legal Counsel and Assistant Corporate Secretary

Ismail Ibrahim, General Counsel and Corporate Secretary

Hugh Lawson, Director, Strategic Planning and Stakeholder Relations

Graham Leah, Vice-President, Asset Management

Rose-Ann Lee, Chief Financial Officer and Treasurer

Kathy Milsom, President and Chief Executive Officer

Sheila Penny, Vice-President, Facilities Management

Vincent Tong, Chief Development Officer

Michael Vear, Chief Internal Auditor

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 were made by the Chair at this time.

Item 2A - Approval of Public Meeting Agenda

Motion carried

ON MOTION DULY MADE by Councillor Bailão, seconded by    Mr. Gasparro 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 February 13, 2018 Public Meeting Minutes

Motion carried

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

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

Motion carried

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

Item 2E - Review of Board, President and CEO, and Employee Expenses – Annual (Q4-2017), BIFAC:2018-14

The Chief Internal Auditor (“Auditor”) presented the above-captioned report (BIFAC:2018-14).

The Auditor noted that expenses for conferences increased in the fourth quarter due to travel and accommodation expenses related to the Ontario Non-Profit Housing Association Conference held in Niagara Falls.

Motion carried

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

Item 2F - Internal Audit – Fraud Complaints Received Year Ended December 31, 2017, BIFAC:2018-12

The Auditor presented the above-captioned report (BIFAC:2018-12).

The BIFAC discussed the operating units that have been red flagged with respect to the high rates of fraud complaints, and requested that the Auditor add a table similar to Table 5 in Attachment 1 to sort founded complaints from frivolous complaints by operating unit in his subsequent report to BIFAC.

Motion carried

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

Item 2G - Lawrence Heights Phases 1a & 1b: Registration of Shared Facilities Agreements, BIFAC:2018-20

Motion carried

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

1. Authorize the encumbrance of Toronto Community Housing Corporation’s lands in each of Lawrence Heights Phases 1a and 1b with shared facilities agreements; and
2. Authorize the Chief Development Officer, or designate, to execute any and all documents as may be necessary to give effect to the above recommendation.

The BIFAC adjourned the public session of the meeting at 2:36 p.m. to enter into a joint BIFAC and Governance, Communications, Human Resources and Compensation Committee meeting to discuss the Annual Report and Letter to the Shareholder. The public BIFAC session resumed at 2:53 p.m.

Item 4A - Chief Internal Auditor 2017 Annual Report, BIFAC:2018-27

The Auditor presented the above-captioned report (BIFAC:C2018-27). A typo was noted on page 2 of the report to replace 2016 with 2017.

Motion carried

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

Item 4B - Internal Audit: 2018 Work Plan, BIFAC:2018-31

The Auditor presented the above-captioned report (BIFAC:2018-18).

The BIFAC and the Auditor discussed the work plan and the following points emerged:

• the Auditor confirmed that the “Unit Vacancy Turnover” report will reach completion by Q2-2018;
• the BIFAC and the Auditor discussed the hours allotted for each audit engagement and the total staff hours available to the department;
• the BIFAC requested the Auditor rank each auditing engagement by high priority to low priority;
• the BIFAC requested that the Auditor attach time horizons of when the Auditor expects each audit engagement will reach completion; and
• the BIFAC requested that in future quarterly work plan updates, the Auditor use percentages to indicate the progress on each audit engagement.

The BIFAC, Management and the Auditor agreed to defer the report to the Enterprise and Risk Management Committee for its consideration at its meeting scheduled on April 25, 2018.

Motion carried

ON MOTION DULY MADE by Mr. Gasparro, seconded by Marshman and carried, the BIFAC deferred approval of the report and recommended:

1. That the Internal Audit Work Plan be presented to the Enterprise and Risk Management Committee for approval; and
2. That the Enterprise and Risk Management Committee forward the Internal Audit Work Plan to the Board of Directors for approval.

Item 4C - Internal Audit Report: Tenant Parking Charges Monitoring, BIFAC:2018-18

The Auditor presented the above-captioned report (BIFAC:2018-18).

The BIFAC, Auditor and Management discussed the report and the following points emerged:

• it was requested that the report be presented to the Tenant Services Committee; and
• Management noted that it is looking to maximize revenue through parking spaces in TCHC’s portfolio and that it expects to report back to the BIFAC in Q3-2018.

Motion carried

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

Item 4D - Internal Audit Report: Continuous Controls Monitoring – Accounts Payable Data Analytics, BIFAC:2018-22

The Auditor presented the above-captioned report (BIFAC:2018-22).

Motion carried

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

Item 4E - Status Update on Audit Recommendations from Internal Audit Reports, BIFAC:2018-17

The Auditor presented the above-captioned report (BIFAC:2018-17).

Motion carried

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

Item 5 - Tenants First – Property Transfers, BIFAC:2018-19

The BIFAC had before it the above captioned report (BIFAC:2018-19).

Motion carried

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

1. That BIFAC recommend to the Board of Directors that the CEO or her designate be delegated the authority to enter into agreements of purchase and sale, and execute them with the agencies leasing 26 TCHC properties at a value specified in item 1 e. of EX30.2 adopted by Council on January 31 and February 1, 2018, provided that the transaction results in a net neutral financial impact on TCHC; and
2. That BIFAC recommend to the Board of Directors that the CEO or her designate be delegated the authority to enter into agreements of purchase and sale, and execute them with operators identified through a City-led request for proposals for 22 rooming-house properties at a value specified in item 1 f. of EX30.2 adopted by Council on January 31 and February 1, 2018, and Appendix 2 of the report from the Deputy City Manager, Cluster A, provided that the transaction results in a net neutral financial impact on TCHC.

TERMINATION

The BIFAC resolved to terminate the public meeting at 3:34 p.m.