Governance, Communications, Human Resources and Compensation Committee (GCHRCC) Meeting - June 10, 2016

Public Agenda

1. Approval of Public Meeting Agenda and Review of Agenda Order 

Action: Approval

Pre-read: Public Meeting Agenda

Presenter: Chair, GCHRCC

2. Chair’s Poll re: Conflict of Interest

Action: Declaration

Pre-read

• Public Meeting Agenda
• Conflict of Interest Policy

Presenter: Chair, GCHRCC

3. Confirmation of the GCHRCC Public Meeting Minutes of April 19, 2016

Action: Approval

Pre-read: Minutes

Presenter: Chair, GCHRCC

4. Business Arising from the Minutes and Committee Action Items Update

Action: Information

Pre-read: Action Item List

Presenter: Chair, GCHRCC

Report from the GCHRCC Chair

5. Chair’s Report and Remarks

Action: Information

Pre-read: Verbal Report (5 minutes)

Presenter: Chair, GCHRCC

Corporate Governance

6. Compliance Reporting, Q1-2016

Action: Information

Pre-read: GCHRCC:2016-18 (5 minutes)

Presenter: General Counsel and Corporate Secretary (Interim)

7. Proposed Changes to TCHC Financial Control Bylaw 3

Action: Information

Pre-read: GCHRCC:2016-19 (5 minutes)

Presenter: General Counsel and Corporate Secretary (Interim)

8. Establishment of a Bid Award Subcommittee

Action: Committee and Board Approval

Pre-read: GCHRCC:2016-20 (5 minutes)

Presenter: General Counsel and Corporate Secretary (Interim)

9. Establishment of a IT Subcommittee

Action: Committee and Board Approval

Pre-read: GCHRCC:2016-21 (5 minutes)

Presenter: General Counsel and Corporate Secretary (Interim)

Corporate Compliance

10. 2016 Policy Review Schedule

Action: Information

Pre-read: GCHRCC:2016-22 (10 minutes)

Presenter: Director, Strategic Planning and Stakeholder Relations

11. Policy Approval - Conflict of Interest Policy

Action: Committee and Board Approval

Pre-read: GCHRCC:2016-23 (10 minutes)

Presenter: General Counsel and Corporate Secretary (Interim)

12. Policy Update - Workplace Diversity Policy

Action: Information

Pre-read: GCHRCC:2016-24 (10 minutes)

Presenter: General Counsel and Corporate Secretary (Interim)

Government Relations/Corporate Communications

13. Update: City of Toronto review of Mayor’s Task Force Report
(Deferred from April 18, 2016 meeting)

Action: Information

Pre-read: GCHRCC:2016-10 (5 minutes)

Presenter: Director, Strategic Planning and Stakeholder Relations

TERMINATION

Public Meeting Minutes

The Governance, Communications, Human Resources and Compensation Committee (GCHRCC or Committee) of Toronto Community Housing Corporation (TCHC) held a public meeting on June 10, 2016, in the Main Floor Conference Room, 931 Yonge Street, Toronto, ON M4W 2H2, commencing at 10:30 a.m.

Committee Directors in Attendance:

Pamela Taylor, Chair

Catherine Wilkinson

Joseph Kennedy

Ex Officio Director in Attendance:

Norman (Bud) Purves

Other Directors in Attendance:

None

Regrets:

Councillor Joe Cressy

Management Present:

Greg Spearn, President & CEO (Interim)

Wayne Tuck, Chief Operating Officer

Cathy Barker, Vice President, Human Resources

Ismail Ibrahim, General Counsel and Corporate Secretary (Interim)

Ted Millward, Legal Counsel, Corporate

Tracy Wolbaum, Human Resources Director, Talent Acquisition

Hugh Lawson, Director - Strategic Planning & Stakeholder Relations

Karima Hashmani, Human Rights Diversity Specialist

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

Item 1 - Approval of Public Meeting Agenda and Review of Agenda Order

The agenda was approved as circulated.

Motion carried

ON MOTION DULY by Mr. Purves, seconded by Mr. Kennedy and carried, the GCHRCC approved the agenda.

Item 2 - Declaration of Conflict of Interest

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

Item 3 - Confirmation of the Public Meeting Minutes of April 18, 2016

The GCRHCC had before it the draft GCHRCC minutes for April 18, 2016.

Motion carried

ON MOTION DULY MADE by Ms. Wilkinson, seconded by Mr. Kennedy and carried, the GCHRCC confirmed the above-captioned minutes without amendments.

Item 4 - Business Arising from the Minutes and Committee Action Items Update

Regarding the Action Item for GCHRCC:2016-05, the Committee advised that the barbeque safety tip sheet may not yet have been circulated to tenants by the OU Managers. The Committee also emphasised that the use of personal barbeques has to be clearly addressed by Risk Management.  

Motion carried

ON MOTION DULY MADE by Ms. Wilkinson, seconded by Mr. Purves and carried, the GCHRCC received the report for information.

Item 5 - Chair's Remarks

The Chair welcomed everyone the meeting and provided a brief summary of the items discussed during GCHRCC’s in-camera and closed sessions.

Item 6 - Compliance Reporting, Q1-2016, GCHRCC:2016-18

The GCHRCC had before it the above-captioned report (GCHRCC:2016-18) from Mr. Ibrahim.  

Mr. Ibrahim answered questions raised by the Committee regarding the Accessibility for Ontarians with Disabilities Act (“AODA”) compliance. He confirmed that the legislation has dates tied to specific compliance requirements.

Mr. Ibrahim noted that TCHC had fulfilled the latest AODA compliance at the end of 2014, which was reported to the Committee at the beginning of 2015. Mr. Ibrahim noted that TCHC was audited by the Ministry for compliance and that there were no compliance issues. This was reported to the Board of Directors.

Mr. Ibrahim indicated that this year AODA training of all staff was taking place, and that fulfillment of the training requirements would be reported to the Committee. 

Motion carried

ON MOTION DULY MADE by Mr. Kennedy, seconded by Ms. Wilkinson and carried, the GCHRCC received the report for information.

Item 7 - Proposed Changes to TCHC Financial Control Bylaw 3, GCHRCC:2016-19

The GCHRCC had before it the above-captioned report (GCHRCC:2016-19) from Mr. Ibrahim.  

Mr. Ibrahim noted that the original bylaw was drafted in 2002 and needs to be updated to align with City policies and to enhance clarity and efficiency regarding spending approvals and authority.  City staff are in the process of updating the City’s financial provisions. Mr. Ibrahim indicated that the report provides suggested changes for the Committee’s consideration and comment. 

Mr. Ibrahim noted that the changes to the bylaw require the approval of the City and that they have been forwarded to City staff for comment. Management anticipated City staff to present to City Council the updated TCHC bylaw alongside the proposed changes to the City financial provisions.  As such, the approval and implementation of a revised TCHC bylaw is dependent on the City’s approval timelines.  

Lengthy discussion ensued with regard to budgets, spending authority, commitment authority and unbudgeted items.  Mr. Ibrahim noted that unbudgeted items are included in the quarterly financial reports to the Board of Directors.

Mr. Ibrahim asked GCHRCC members to provide Management with any further comments offline.

Motion carried

ON MOTION DULY MADE by Mr. Purves, seconded by Ms. Wilkinson and carried, the GCHRCC received the report for information.

Item 8 - Establishment of a Bid Award Subcommittee, GCHRCC:2016-20

The GCHRCC had before it the above-captioned report (GCHRCC:2016-20) from Mr. Ibrahim.  

Mr. Ibrahim indicated that establishment of a Bid Award Subcommittee (“BAS”) is necessary to address the high volume of contract awards to be approved at BIFAC meetings.  This would reduce the workload burden of the BIFAC and allow BIFAC to focus on other agenda items.  It was proposed that the BAS would hold weekly meetings during the spring and summer months at the height of the construction season, and at lesser frequency at other times during the year.  The BAS will be composed of a minimum of three Board members.

Motion carried

ON MOTION DULY MADE by Mr. Purves, seconded by Mr. Kennedy and carried, the GCHRCC unanimously approved the recommendations in this report and resolved to recommend to the Board of Directors for approval.

Item 9 - Establishment of a IT Subcommittee, GCHRCC:2016-21

The GCHRCC had before it the above-captioned report (GCHRCC:2016-21) from Mr. Ibrahim.  

Mr. Tuck presented the report and answered questions raised by GCHRCC members.  Mr. Ibrahim noted that while the BAS is a Board subcommittee, the IT Subcommittee (ITS) is a joint board and management subcommittee.

Motion carried

ON MOTION DULY MADE by Ms. Wilkinson, seconded by Mr. Kennedy and carried, the GCHRCC unanimously approved the recommendations in this report and resolved to recommend to the Board of Directors for approval.

Item 10 - 2016 Policy Review Schedule, GCHRCC:2016-22

The GCHRCC had before it the above-captioned report (GCHRCC:2016-22) from Mr. Lawson.  

Mr. Lawson presented the above-noted report and answered questions raised by GCHRCC members. Mr. Ibrahim indicated that the new Whistleblower Policy was a requirement established by the City and clarified that it is more in-depth than the Fraud Prevention Policy, and noted the existing Fraud Prevention Policy is still valid.  

The Committee enquired as to the frequency of policy reviews.  Mr. Lawson advised that policies are regularly reviewed and revised if necessary. Revisions would be made when there is an action or request from the City or if there is a change in legislation.  Management clarified that the policy framework allows management to make housekeeping changes to policies, but that substantive changes require approval.  

The Committee enquired as to whether the Evictions for Cause Policy on the website was the current version; management confirmed that the version on the website is current. 

Motion carried

ON MOTION DULY MADE by Mr. Purves, seconded by Mr. Kennedy and carried, the GCHRCC received the report for information.

Item 11 - Policy Approval – Conflict of Interest Policy, GCHRCC:2016-23

The GCHRCC had before it the above-captioned report (GCHRCC:2016-23) from Mr. Ibrahim.  

The Committee asked if staff of contracted property management companies are included in the Conflict of Interest Policy.  Mr. Ibrahim indicated that the contracts include language which requires the external party to adhere to TCHC policies including the Conflict of Interest policy.  Mr. Ibrahim noted that the same language is included in RFPs.

The Committee enquired whether the agreements with our development partners contain similar language. Mr. Spearn confirmed they do.

The Committee commented that the policy should be amended so the final arbiter is changed from the Chief Internal Auditor to the General Counsel and Corporate Secretary.

Motion carried

ON MOTION DULY MADE by Mr. Purves, seconded by Ms. Wilkinson and carried, the GCHRCC unanimously approved the recommendations in this report and resolved to recommend to the Board of Directors for approval subject to the Committee’s comments being incorporated into the policy.

Item 12 - Policy Update – Workplace Diversity Policy, GCHRCC:2016-24

The GCHRCC had before it the above-captioned report (GCHRCC:2016-24) from Mr. Ibrahim. Mr. Ibrahim noted that the policy was last updated in 2006.

Ms. Hashmani was present to answer questions raised by the GCHRCC members. Ms. Hashmani clarified that "employee network groups" refers to groups of employees that come together and form groups on their own.  

The Committee suggested the following changes be made to the Workplace Diversity Policy: Page 5, last sentence, remove the words “endeavour to”.

Management was asked to include Workplace Diversity as a regular part of the Human Resources reporting to the Board of Directors.

Motion carried

ON MOTION DULY MADE by Ms. Wilkinson, seconded by Mr. Kennedy and carried, the GCHRCC received the report for information.

Item 13 - Update: City of Toronto review of Mayor’s Task Force Report, GCHRCC:2016-10

The GCHRCC had before it the above-captioned report (GCHRCC:2016-10) from Mr. Lawson.  

Mr. Lawson reported that the Board members met with representatives of the review team on June 16th and executive team met on June 17th.  

Mr. Lawson indicated that Management knows little about the contents of the City staff’s report, beyond that it will address the five major themes from the Mayor’s Task Force report. The City’s report will go to the Executive Committee on June 28th.  

Motion carried

ON MOTION DULY MADE by Mr. Purves, seconded by Ms. Wilkinson and carried, the GCHRCC received the report for information.

TERMINATION

The GCHRCC public meeting terminated at 11:28 a.m.