Minutes - November 18, 2021 Governance Committee Meeting

Members Present:

Mr. Bob Parker (Chair)
Ms. Aina DeViet
Ms. Maureen Cassidy
Mr. Mike Steele

Others Present:

Ms. Carolynne Gabriel, Executive Assistant to the Board of Health and Communications Coordinator (Recorder)
Ms. Stephanie Egelton, Senior Executive Assistant to the Medical Officer of Health / Associate Medical Officer of Health
Ms. Emily Williams, Director, Healthy Organization/Interim CEO
Ms. Kendra Ramer, Manager, Strategy, Risk and Privacy
Dr. Alexander Summers, Acting Medical Officer of Health/Acting Secretary-Treasurer

Chair Bob Parker called the meeting to order at 6:01 p.m.

Disclosure of Conflict of Interest

Chair Parker inquired if there were disclosures of conflicts of interest to be declared. None were declared.

Approval of Agenda

It was moved by Ms. Maureen Cassidy, seconded by Mr. Mike Steele, that the AGENDA for the November 18, 2021 Governance Committee meeting be approved.
Carried

Approval of Minutes

It was moved by Ms. Aina DeViet, seconded by Mr. Steele, that the MINUTES of the October 21, 2021 Governance Committee meeting be approved.
Carried

Receipt of Sub-Committee Minutes

It was moved by Mr. Steele, seconded by Ms. Cassidy, that the MINUTES of the October 19, 2021 CEO and MOH Performance Review Committee meeting be received.
Carried

New Business

Governance By-Law and Policy Review (Report No. 23-21GC)

This report was introduced by Ms. Emily Williams, Director, Healthy Organization / CEO (Interim). Discussion on this report included the following policies:

Policy G-180: Financial Planning and Performance
• Zero-based budgeting will start in 2022 with the Healthy Living Division whose programming has been largely paused or reduced during the COVID-19 pandemic. This will provide an opportunity for the division to do an in-depth review with the Finance Team to review programs and build a robust budget. The concept of zero-based budgeting was added to the policy.
• Program Budgeting Marginal Analysis (PBMA) is a separate part of the budgeting process from zero-based budgeting and is used to determine how to adjust program budgets.
• Legislative impact is an integral part of the PBMA process and ensures programs which are delivered by the Health Unit meet requirements laid out in the Health Protection and Promotion Act.
• Amend language in the “Audited Financial Statements” section of the policy to read “These program audit reports are also included in the main audited statements for MLHU” instead of “These programs are also reported in the main audited financial statements of MLHU…”

Policy G-200: Approval and Signing Authority
• Appendices A and B will be amended such that “Board of Health” will be changed to “Board of Health Chair or Vice-Chair.”

G-320: Donations
• The policy will be amended to remove “as well as with family members” from the sentence “MLHU will encourage donors to consult with professional advisors of their choice, as well as with family members, prior to making a donation to ensure that the donor will not be disadvantaged by the donation.”

It was moved by Ms. DeViet, seconded by Mr. Steele, that the Governance Committee recommend to the Board of Health to:
1) Receive Report No. 23-21GC re: “Governance By-law and Policy Review” for information; and
2) Approve the governance policies appended to this report, as amended.
Carried

Ms. Williams introduced Ms. Kendra Ramer, Manager, Strategy, Risk and Privacy who extended gratitude and thanks to the Governance Committee members for doing a significant amount of work to review the policies and update the governance manual. She advised that there are three policies due to be reviewed and recommended that they go to both the members of the Governance Committee and the Finance and Facilities Committee for review in the coming weeks in preparation for approval at the December Board of Health meeting as they have financial implications. The three remaining policies are: Policy G-220: Contractual Services, Policy G-230: Procurement, and Policy G-250: Reserve and Reserve Funds.

Other Business

Next meeting is TBD in 2022.

Adjournment

At 6:30 p.m., it was moved by Ms. Cassidy, seconded by Ms. DeViet, that the meeting be adjourned.
Carried

Robert Parker
Chair

Alexander Summers for
Christopher Mackie, Secretary-Treasurer