Minutes of the Board of Directors’ special meeting – April 6, 2020
Attendees
Members of the Board of Directors (the Board)
- Me Paul-Claude Bérubé, Chairperson
- Mary Reid, Vice-Chairperson
- William Adair, Director
- Kory Earle, Director
- Maureen Haan, Director
- Penny Hartin, Director
- Rabia Khedr, Director
- Brad McCannell, Director
- Dr. Joe McLaughlin, Director
- Laurie Ringaert, Director
Accessibility Standards Canada Staff Members
- Philip Rizcallah, Chief Executive Officer (CEO)
- Michelle Demery, Chief Operating Officer
- Heather Throop, Senior Advisor
- Collinda Joseph, Senior Advisor
- Christina Richard, Manager, Communications
- Maggie Saunders, Acting Manager, Governance
- Micah Walter, Policy Analyst
- Gavin Scharfe, Analyst
- Lorraine Trudel, Coordinator, Governance Secretariat
Monday, April 6, 2020
1. Welcoming remarks
The Chairperson welcomed all Board members to the special virtual meeting of the Board of Directors and spoke to the exceptional circumstances directors and staff members find themselves in due to COVID-19. He explained that standing committees are reviewing their work plans and considering their priorities for the coming months in light of the situation.
The Chief Executive Officer (CEO) explained that all staff are working from home and many have family responsibilities in addition to their work. As a result, response times may be slower than during regular business.
The Chairperson added that this would be the first of several virtual meetings and proceeded to outline the agenda.
2. Board meeting agenda
08-1 Motion presented and seconded to approve the agenda. Carried.
3. Chairperson’s update
The Chairperson provided an overview of his activities since the February Board meeting in Vancouver, including meetings and interviews (prior to social distancing measures). He also discussed the decision to cancel the meeting that had been planned in Halifax and the imperative of doing so expeditiously in order to avoid potential expenses that could accrue if the decision to cancel was prolonged. The updated proposed meeting calendar was shared and is on the agenda for approval.
4. Chief Executive Officer’s update
The CEO explained that fortunately, the first, solicited call for grants and contributions went out prior to the restrictions on government communications. As a result, none of the 2019 to 2020 grant money will be lapsed. An open call for proposals also occurred prior to restrictions and approximately 75 proposals were received. Staff will be reviewing these in the coming months. Projects will be issued this year although extensions may be necessary for some of them given the situation.
The organization has made big strides on the hiring front, and has approximately 25 staff. The end-state staffing contingent is expected to be 50 by the end of 2020 to 2021. Out of the group, a high percentage self-identify as having a disability. Also on the subject of staffing, Kevin Whitehouse has moved on to a new job and Accessibility Standards Canada is actively seeking his replacement. Heather Throop is in the position in the interim.
Lastly, there will be delays with the fit up and move to the new location as all construction has come to a halt in Quebec. Even permits are not being issued. The fit up will ramp back up as soon as possible.
5. Minutes of the Board
Document 5B: Minutes of February 10 - 12, 2020
08-2 Motion presented and seconded to approve the minutes. Carried.
Document 5A: Minutes of January 28, 2020
Board agreed to fix a minor error on page 2 in the minutes of January 28, 2020.
08-3 Motion presented and seconded to approve the minutes of January 28, 2020 with the error on page 2 (“h” instead of “:”) corrected. Carried.
Document 5C: Minutes of March 11, 2020
08-4 Motion presented and seconded to approve the minutes of March 11, 2020. Carried.
6. Halifax face-to-face board meeting
Board members agreed it would be prudent to cancel the June meeting in Halifax as there is still a lot of uncertainty around when it will be safe to have face-to-face meetings again.
08-5 Motion presented to cancel the June 15 to 17, 2020 Regular Board meeting in Halifax. Carried.
7. Revised Board annual meeting calendar
Document 7A: Revised Board meeting calendar
The Strategic Planning Committee Chair presented a summary of the briefing note, the considerations and the proposed new annual meeting calendar for 2020 to 2021. The Board discussed the merits of still having the first Annual Public Meeting, now postponed to 2021, in Toronto or having it in Montreal as per the original plan for 2021. Ultimately, it was agreed that the first Annual Public Meeting should still be in Toronto, as much planning had already been done and stakeholders would likely expect it to be in Toronto.
08-6 Motion presented and seconded that the new annual meeting calendar be approved with a minor amendment (change “late May” to “early May”). Carried.
8. Updates on technical committees
Michelle Demery provided an update on where Accessibility Standards Canada is with technical committees. The plan had been to launch them at the end of March. All information had been provided to the web team and LSQ and ASL contracts were being put in place for videos. However, the organization is no longer able to post anything on the website that is not related to COVID-19. Once restrictions are lifted, the coding for the web will happen and the sign language video contracts will be put in place so the process can be launched as quickly as possible. Ms. Demery explained there may be a backlog of items to be coded and posted.
The Mission and Values have been added to all terms of reference, as requested by the Board.
9. Accessibility practices
Ms. Reid spoke to the accessibility policy that Collinda Joseph has been leading. The purpose of the policy is to ensure the organization leads by example in terms of how decisions are made, how people behave, in hiring, etc. This document will be circulated to the Board in the coming weeks for feedback. Ms. Reid and Ms. Joseph will incorporate it and re-distribute.
10. Strategic Planning Committee update on priorities
Ms. Haan explained that the Strategic Planning Committee is collecting priorities for the interim period from the standing committee chairs for the coming months. The committee will discuss the priorities on April 7 and circulate an interim plan for feedback.
11. External Relations Committee update and annual report
Documents 12A: Briefing Note and 12B: Annual Report
The External Relations Committee Chair explained that while everyone is disappointed about having to cancel the Annual Public Meeting, much of the work is not lost and can be used next year.
The organization is resending Health Canada messages about the COVID- 19 response during this time when regular communications are restricted. Additionally, the communications team continues to add people and groups to the stakeholder list.
The experiences and lessons learned from the COVID-19 pandemic can be incorporated into consultation plans when communication restrictions are lifted. There will need to be a coordinate approach.
The Board heard about the status and next steps for the Annual Report. A discussion ensued on the use of plain language. It was mentioned that a plain language version of this document should be available in the next two or three months.
08-7 Motion presented and seconded that the Annual Report be accepted as presented. Carried.
12. Nominations Committee update and Independent members
The Chair of the Nominations Committee provided an update and spoke to how the thinking on nominations has changed from the time the committee was created to now. The chairs of the other committees all agreed that they do not need, nor would it be very feasible to have, additional members at this time. External Relations and Strategic Planning may benefit from an additional, external member in the future.
The terms of a few of the chairs may be ending in 2021; this could affect those committees.
13. Governance Committee update
The Chair of the Governance Committee explained that the committee has been meeting weekly. Mr. Earle thanked the other directors for providing feedback on Indigenous awareness training and clarified a few more questions with the Board. The Board emphasized they want to learn from people with lived experience and that adequate time must be allotted for it, possibly with several sessions. There may be a need to develop practical tools within the organization on how to cultivate respectful working relationships.
Mr. Earle reminded Board members to send him any feedback on the topic of board effectiveness training.
14. Performance Appraisal Committee update, work plan and CEO assessment process
Documents 15A: Work Plan and 15B: Briefing Note
The Chair of the Performance Appraisal Committee provided an update on their work and discussed the work plan. The work plan consists of three tasks, the first of which is the process for completing the work on the CEO Assessment for the period ending March 31, 2020. Mr. McCannell advised the Board that there were discussions between the Chair of the committee and the CEO which modified this process and the work plan would be updated to reflect this change.
Mr. McCannell indicated that a questionnaire would be sent to each director following the April 6 meeting and requested that each board member carefully review the materials. He requested that Directors provide feedback to him by April 10. Feedback received will not be attributed to individual board members. The compiled report will be approved by the Board but comments will remain confidential.
Heather Throop provided a level of precision on the process for the first task on the work plan as details had changed since the briefing note was circulated. The revised steps for the first task of the work plan are:
- The CEO completes the self-assessment for 2019 to 2020.
- The committee develops a questionnaire that will be shared with all directors under password protection.
- Directors send their answers to the Chair of the Performance Appraisal Committee.
- The feedback is compiled and a report is sent to the Board for approval.
- The Board approves the report and amendments are made if required.
The final product for the Privy Council Office (PCO) is approved and forwarded by the Chairperson to PCO.
With this amendment, Mr. McCannell asked that the work plan of the Committee for 2020-21 be approved.
08-8 Motion presented and seconded to approve the 2020 to 2021 Work Plan as amended. Carried.
15. Business arising
The Chairperson explained that for the Action Item List, a number of items had since changed or been completed. Other items are ongoing in nature and so will go on a separate page. Going forward, only those actions that are included in motions will go onto the Action Item List. However, the Chairperson takes notes and ask the appropriate committees to study questions that arise during meetings.
The Chairperson also mentioned that following the March 11, 2020 Special Board meeting he signed the letter to the Minister to cancel the Annual Public Meeting and the April Regular Board meeting.
16. Other business
No requests were made to the Chairperson for other business items. Mr. Bérubé would like the Governance Committee to advise the Board on rules around other business and advance notice. The Chairperson advised that he requires three days advance notice of any proposed new business during the period when the Board is not meeting face-to-face.
17. Concluding remarks
The Chairperson thanked everyone for their participation and mentioned that staff would provide a link to the evaluation form.
08-9 Motion presented to adjourn the meeting at 5:00 p.m. Carried.