January 21, 2016 - Governance Committee Minutes

Committee Members Present

Mr. Marcel Meyer
Mr. Ian Peer
Ms. Viola Poletes-Montgomery
Mr. Mark Studenny (Chair)

Others Present

Mr. Kurtis Smith, Board Member
Ms. Joanne Vanderheyden, Board Member
Dr. Christopher Mackie, Medical Officer of Health & CEO
Ms. Elizabeth Milne, Executive Assistant to the Board of Health & Communications (Recorder)
Mr. Jordan Banninga, Manager, Strategic Projects
Ms. Laura Di Cesare, Director, Corporate Services

Mr. Mark Studenny, Chair of the Governance Committee, called the Committee meeting to order at 6:02 p.m.

Disclosure of Conflict(s) of Interest

Chair Studenny inquired if there were any disclosures of conflict of interest to be declared. None were declared.

Approval of Agenda

It was moved by Mr. Peer, seconded by Mr. Smith that the AGENDA for the January 21, 2016 Governance Committee meeting be approved. Carried

Approval of Minutes

It was moved by Mr. Smith, seconded by Mr. Peer that the MINUTES from the September 17, 2015 Governance Committee meeting be approved. Carried

New Business

2016 Governance Committee Reporting Calendar (Report No. 01-16GC)

Ms. Laura Di Cesare, Director, Corporate Services, outlined the calendar and explained that some minor amendments have been made.

It was moved by Mr. Peer, seconded by Mr. Smith that the the Governance Committee receive Report 01-16GC for discussion and approval of the proposed 2016 Governance Committee Reporting Calendar. Carried

2016 Medical Officer of Health and CEO Performance Appraisal (Report No. 02-16GC)

Ms. Di Cesare outlined the performance appraisal process and advised that forming the sub-committee for 2016 would initiate the process. A draft report will be completed and brought to the Board of Health in April.

Discussion ensued about the structure and membership of the sub-committee. Mr. Ian Peer, Mr. Marcel Meyer, Mr. Kurtis Smith and Mr. Mark Studenny brought their names forward to sit on the sub-committee to initiate the 2016 performance appraisal for the Medical Officer of Health and CEO, Dr. Christopher Mackie.

It was moved by Mr. Peer seconded by Ms. Poletes Montgomery that the Governance Committee:

1) receive Report 02-16GC; and
2) form a sub-committee consisting of Mr. Ian Peer, Mr. Marcel Meyer, Mr. Kurtis Smith and Mr. Mark Studenny to initiate the performance appraisal process for the Medical Officer of Health and Chief Executive Officer.

Carried

Critical Elements of Board Governance - Review (Report No. 03-16GC)

Ms. Di Cesare outlined some of the areas identified by Mr. Graham Scott that the Governance Committee could consider and provide direction on.

Discussion ensued about the Board of Health Self-Assessment and how to provide support to individual Board members to enhance their contribution to Board work. Dr. Mackie advised that staff would look into at what a self-assessment for individual Board members could look like.

It was moved by Ms. Poletes-Montgomery, seconded by Mr. Peer that the the Governance Committee receive Report No. 03-16GC for information and discussion. Carried

Governance Committee Terms of Reference - Review (Report No. 04-16GC)

Ms. Di Cesare reviewed the Draft Terms of Reference and outlined the items that the Health Unit is looking to the Committee for direction on.

Discussion ensued about the Terms of Reference, including how to ensure attendance and the process for revising them for Board of Health committees.

It was moved by Ms. Poletes Montgomery seconded by Mr. Peer that the the Governance Committee

1) receive Report No. 04-16GC for discussion; and further,
2) That staff integrate feedback from the Governance Committee, Mr. Graham Scott and changes to the Middlesex-London Health Unit Organizational Structure into a draft Terms of Reference for Governance Committee review.

Carried

Board of Health Nomination and Appointment Process (Report No. 05-16GC)

Ms. Di Cesare reviewed the steps required to draft a nomination and appointment process to ensure that tools are aligned with work currently being done by the Board of Health.

Discussion ensued about the process to assess the Board’s overall skill set when recruiting new members to the Board of Health.

It was moved by Mr. Peer, seconded by Mr. Smith that the the Governance Committee:

1) receive Report No. 05-16GC for information; and
2) direct staff to draft a nomination and appointment process for the Board of Health and Standing Committees.
Carried

2016 Board of Health Self-Assessment (Report No. 06-16GC)

Ms. Di Cesare outlined the draft assessment tool and recommended that the Board initiate the process for 2016.

Discussion ensued about the structure of the assessment, the possibility of adding a Likert scale, and adding a question to prioritize areas for development.

It was moved by Mr. Smith seconded by Mr. Peer that the the Governance Committee
1) receive Report 06-16GC for discussion; and
2) Initiate the Board of Health Self-Evaluation Process for 2016, with amendments, the tool will be revised as per the Committee’s input.

Carried

Other Business

The next Governance Committee meeting is scheduled for Thursday, April 21, 2016 at 6:00 p.m.

Adjournment

At 7:03 p.m. it was moved by Mr. Smith, seconded by Mr. Studenny that the meeting be adjourned. Carried

MARK STUDENNY
Chair

CHRISTOPHER MACKIE
Secretary-Treasurer