Jul 20, 2010Meeting Minutes
Board Members Present at the meeting:
Thibault Dambrine (Treasurer)
David White (Chair CPC)
Anthony Sayers
Robert Perry
Lorna Cordeiro
Maria Lee
James Michi (ED)
Regrets
David Wilson (President)
Kerri Treherne (Vice President)
Tim Kitchen (Secretary)
Special Guest
Ryan Lake, LLB
Call to Order
Meeting called to order at 6:35 by Treasurer Thibault Dambrine
Approval of the Agenda
Motion – Anthony Sayers: This motion (Item #1 – Kerri Treherne’s motion) is out of order, as it states facts that already are already recognised. It’s well intentioned but it nevertheless represent the de jure standard. We already operate with the understanding that the CPC uses the current ARP as the standard by which to evaluate all applications. It’s redundant.
Motion – Lorna C – to move (item #3 – the business pertaining the Ad-Hoc Legal and Policy Task Force) to the top of the agenda sothat we can take advantage of the presence of Mr. Ryan Lake (Serving as a pro-bono legal advisor)
Agenda adopted with those two alterations.
Item 3: Regarding Ad-Hoc Legal and Policy Committee
Presentation by Executive Director Jay Michi (with the assistance of Ryan Lake) on the progress that’s been made so far in terms of reviewing and gathering all policies and procedures.
Question from Thibault – can our policies and procedures (once revamped) be incorporated directly into the Bylaws?
Jay – I don’t think so. The Societies Act dictates what should be in the By-Laws of an organization. Things like the name of the Society, its Board composition, protocol for AGMs, borrowing powers, etc. Its hard to say if something like a Code of Conduct could be enshrined in the By-Laws, but I my view, once we bind it all together and all the new documents have the same date stamp on them, they will necessarily carry significantly more weight.
Anthony – Look, we don’t know the answer for a lot of these questions. It’s hard to get the horse and the cart sorted out. Where do we want to draw the line between our By-Laws and our general policies?
Thibault – But my question Jay is: can the final product of this By-Law and Policy update be registered or recognized by the Province (to add force and credibility to these changes)
Anthony said – No, I don’t think so. Keep in mind that changes to the By-Laws must be approved at an AGM. That doesn’t mean we can’t change our internal policies that exist outside of and are supplemental to the By-Laws.
Robert – My question is: Do we really need to change the By-Laws or do we just need to update our practices and policies? It’s generally the practices and policies that govern the day to day operations of an organization. More so the accepted practices rather that the official policies.
Lorna – I agree with that question. What is the driver behind this? Well – I think we all know the driver; I think we all want to have more understandable rules (By-Laws and Policies)
David White: So Jay, You (and the Task Force) are going to be putting together a list of recommendations for the revamped policy manual along the lines of what we’re seing on this white board, and you talked about the need for the process to be inclusive and allow Board and Committe members to provide input. When’s our first opportunity to provide input?
Jay: Right now. We’ll have a first draft by the end of September and Board members will have an opportunity to influence that first draft commencing today.
Anthony: No. I disagree with that approach.
Lorna: I also disagree with that approach, I would say that we’ve identified the driver, and that this Task Force has already begun its work. I would say that the Task Force should provide a first draft based on the materials you’ve already aggregated, and after that, then we can allow for recommendations from the Board and relevant committees.
All: Agree.
Anthony: I would say that it wouldn’t hurt for us to consider this the launching point for Board Strategic Plan.
Robert: I would like to recommend that we not get too caught up in specifics, but rather focus on the generalities.
All: Agree
Motion – Anthony Sayers (seconded by Maria Lee):
“Whereas, the Board of Directors of the HSCA is intent on creating a coherent policy manual to inform the community association and its members’ understanding of the rules, practices and procedures that form the basis of the Hillhurst-Sunnyside Community Association and its operations.
“Be it resolved that the Board empowers an ad-hoc Legal and Policy Task Force (Comprised of Jay Michi, Anthony Sayers, Thibault Dambrine and with the assistance of Ryan Lake) to review its policies, both personnel and board related (and an amending formula), in order to make practical recommendations to the Board for review and adoption at a future meeting in the Fall of 2010.“
Motion Carried
(At this point Ryan Lake departed for the remainder of the meeting)
Item 1 – The motion is deemed defunct for reasons outlined in the portion of the minutes “Adoption of Minutes”
David White – Before we move on, I would like to have a brief conversation about the fact that the CPC does not just review DPs, it also reviews things like Land Used Re-designations (like the one that precipitated this meeting). As a matter of fact, CPC consults the Board on any issue that we consider to be contentious. This situation (the Battistella application) wasn’t considered to be all that contentious. The CPC began its work on this application in May of 2010, and the Board had several opportunities to provide input. So, given recent developments I’m at a loss as to know what we should be doing.
Anthony – Well, it’s always been a bit of a situation where practice has always taken precedent over policy. It has traditionally also depended heavily on whether the President really cared about development or not.
Lorna – Yes. It was very different when Robin was here because he was on the CPC (CEC) and Board and so he provided detailed updates to the Board on a regular basis.
David White – So what kind of reporting should I be making to the Board?
Lorna – At every Board meeting there should be a section of the Agenda dedicated to CPC and you should provide a concise update so that the Board is kept informed at every step.
David White – I will strive to do that. One more thing on this thread has to do with the perceived lateness of some of my letters that arrive in your email inboxes – that’s because we get things very late sometime and we have a very small window to respond.
Lorna – Well, I’ve always had a hard time reviewing all the intricate details of your letters. Couldn’t you just provide a synopsis of what each letter says?
David White – No. I’m over-stretched as it is. Besides everyone needs to understand the CPC is not an authoritative body. It’s a community stakeholder group and all we are empowered to do is make comment and recommendations. We can’t just put development on hold in the area because we don’t know what we’re doing as an organization just yet. That kind of thinking is troubling to me.
Anthony – Well, don’t get too tapped out. I think the majority of the Board are quite satisfied with the work that you and the rest of the CPC are doing.
Thibault – More than satisfied.
Lorna – Yes. You need to be able to use your best judgement.
David White – Well, that’s what we did with the Vendome Cafe, and people still managed to get very frustrated around that issue. We also felt that we did our best with the Battistella application, although we did inform the Board.
Lorna – to bring it back to the main point, we need to figure out a way to allow you to continue your work. Let’s put it to rest for the summer.
Anthony: We need to have it reflected in the minutes that the Board supports the work of the CPC and that current practices should prevail.
David White – Please be sure to add (once again) that I will strive to keep the board informed (with a summary report for every board meeting) and provide a report on all major, possibly contentious issues.
All: Very good.
Robert: So those are things that you’re going to do. But what is the Board now going to do to act in good faith once the CPC has made the decision.
Thibault – When David began as President his modus operandi was to empower committees to do their work – I was and am a big supporter of that approach. I would like to see us moving forward on that basis.
Motion by Anthony Sayers (seconded by Lorna Cordeiro) – To affirm the Board`s support of the work of the CPC under the leadership of CPC Chair David White.
Motion Carried.
Item 2 – Board Member Code of Conduct (with regards to making public comments that are contrary to accepted Board Policy)
(Long In Camera discussion around the Board`s response to this issue.)
Motion for a proposed response to David Wilson (Motioned by Anthony and Seconded by Thibault Dambrine)
“The Board notes that current policy states that Board Members will abide by and support decisions of the Board. We confirm that the letter sent to the City of Calgary with respect to the Land Use re-designation application at 1037 2nd Ave NW constitutes Board Policy. As such, we consider your recent actions to be at odds with the aforementioned Policy. We would like a written response indicating whether or not you will agree to abide by Board Policy in the future. It would be ideal if you could provide your written response to the whole Board by July 22, 2010.”
Motion Carried.
Meeting Adjourned.
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