Minutes of the Board of Directors’ special meeting – October 8 and 9, 2020
Attendees
Members of the Board of Directors (the Board)
- Me Paul-Claude Bérubé, Chairperson
- Mary Reid, Vice-Chairperson
- William Adair, Director (October 9: 12:00 to 2:00 p.m.)
- Kory Earle, Director
- Maureen Haan, Director
- Penny Hartin, Director
- Rabia Khedr, Director (October 9: 12:00 to 1:50 p.m.)
- Brad McCannell, Director (October 8: 12:30 to 2:30 p.m.)
- Dr. Joe McLaughlin, Director
- Laurie Ringaert, Director (October 8: 12:30 to 2:30 p.m.) & (October 9: 12:00 to 1:45 p.m.)
Accessibility Standards Canada public officers
- Philip Rizcallah, Chief Executive Officer (CEO) (October 8: 12:00 to 1:15 p.m.)
- Heather Throop, Special Advisor
- Michelle Demery, Chief Operating Officer (COO)
- Philipe Sarrazin, Senior Director, Chief Financial Officer (CFO)
- Maggie Saunders, Manager, Governance and Reporting
- Micah Walter, Policy Analyst, Governance and Reporting
- Heather Scott, Policy Officer, Governance and Reporting
- Lorraine Trudel, Coordinator, Governance and Reporting
- Anthony Jolicoeur, Coordinator, Governance and Reporting (Observer)
- Christina Richard, Manager, Communications (October 8, 2020)
- Collinda Joseph, Manager, Standards Development Operations
- Andrea Podruski, Senior Policy Analyst, Issues Management and
- Research (Observer)
- Keith Collier, Senior Policy Analyst, Standards Development Operations Observer (October 9, 2020)
- Gavin Scharfe, Analyst, IM-IT, Administration
Guests
- Ms. Chantal Guay, CEO, Standards Council of Canada (October 9, 2020)
- Mr. Jim Crocker, Chair, Boardroom Metrics (October 8, 2020)
Minutes
Thursday, October 8, 2020
1. Welcoming remarks and roll call
The meeting opened with a roll call and words of welcome from the Chairperson.
15-1 Motion presented and seconded to open the meeting at 12:00 p.m.
Carried by all.
The Chairperson welcomed Jim Crocker from the firm Boardroom Metrics. Mr. Crocker will be assessing the performance of the Board through observation, surveys and interviews with directors, senior executives, and public officers. He will then prepare a report with his recommendations in the coming months.
2. Board meeting agenda
Document 2A: Proposed agenda
The Chairperson presented the modified proposed agenda and thanked the Board members for making themselves available for the extended time on Friday, October 9.
15-2 Motion presented and seconded to approve the modified agenda for the Board meeting of October 8 and 9, 2020. Items remained the same, but the order of presentation was modified. Additional time was also added to the October 9 portion of the meeting.
Carried by all.
3. Business arising
The CEO stated that the strategy for youth engagement is being developed and all options are being considered. More information on this subject will be presented at the December 2020 Board meeting.
4. CEO’s update
Document 6A: CEO’s report
Document 6B: Organization chart
All Board members received a written copy of the CEO’s report. The CEO gave an update on the work and activities taking place at Accessibility Standards Canada since the last Board meeting. The CEO stated that the organization received nearly 600 responses to the online engagement survey. Information from the survey is being compiled and findings will be presented to board members.
The CEO reported that the two technical committees, outdoor spaces and plain language, will begin meeting during the week of October 19. It was noted that the expertise of applicants to the committees reflects a strong desire from the community to be involved. The CEO highlighted that there is great representation of people from across the country on committees.
In November, a second solicitation process will begin to recruit experts for the two new committees, employment and emergency egress. Applicants from the first two committees will be informed that they may apply again to these two new committees along with other interested candidates.
The organization is presently signing agreements with the chosen candidates for the grants and contribution projects. Initially, 15 agreements were approved, and 3 more agreements have been agreed upon as funds became available. Agreements should begin in the next three weeks. Board members will be informed of the list of chosen projects, the nature of the agreements, the money allocated, and a status report will be provided every six months.
5. Governance Committee update
Document 8A: Committee report
The Chair of the Governance Committee, Kory Earle, reported that the members of the committee met in early September to discuss items related to the creation of a Risk Management Committee and the Indigenous awareness training. The Governance Committee will report on Board effectiveness training at a future Board meeting.
6. Governance Committee: By-law and policies review
Documents:
- 11A: Briefing note;
- 11B: By-law no. 1;
- 11C: Code of conduct and ethics;
- 11D: Governance policy;
- 11E: Recruitment policy; and
- 11F: Whistleblower policy
The Chair of the Governance Committee proceeded to present the revised By-Law No. 1 and other policies to receive final input from Board members. These documents represent the latest amendments. Final documents will be presented at the December Board meeting for approval.
The Governance Committee discussed the recommendation by the Chairperson and Vice-Chairperson to create a Risk Management Committee. The committee, along with the participation of the Chairperson, the Vice-Chairperson and the CEO, prepared the Terms of Reference. Final proposal for the creation of this committee and the supporting Terms of Reference will be presented at the December Board meeting for consideration and approval. It was recommended that the CEO look into the difference of risk management and risk of operations between a departmental corporation and a non-profit organization and report back to the Board of Directors at the next meeting.
Further discussion involved concerns and clarification regarding the rules, procedures and intent of Board members requesting an in camera session. The directors discussed the issues presented in Annex 1 of the document 11A (Briefing Note), and some concerns were raised. The Chairperson recommended that the Annex 1 section of document 11A (Briefing Note) on page 5 be revised, in regard to second paragraph, as the statement seems to go against the principle to request an in camera session. Other Board members presented their concerns regarding transparency and accountability. The Governance Committee will review all recommendations and will present a revised document for Board members input. The revised Travel and Reimbursement Guidelines should also be presented at a future Board meeting for approval.
7. Chairperson’s update document
Document 5A: Chairperson’s report
The Chairperson informed members of ongoing activities with the Board of Directors and a summary report was presented to all Board members. There have not been the usual engagements with the community at large due to COVID restrictions.
8. Minutes of August 11, 2020 Special board meeting
Document 3A: Minutes of August 11, 2020
15-3 Motion presented and seconded to approve the minutes of the Special Board Meeting of August 11, 2020.
Carried by all.
9. Strategic Planning Committee update
Document 7A: Committee report
The Chair of the Strategic Planning Committee, Maureen Haan, reported that the committee met on September 28, 2020. Most objectives set in the interim strategic plan (May 7, 2020 Board meeting) have been reached. As this year comes to an end, another year will be added to the 3-year strategic plan. The Strategic Planning Committee will be seeking input from the other Standing Committees and will work closely with the Chairs of committees to identify the priorities up to 2023. In the current strategic plan, measurables need to be better identified and applied. The committee will also present the new Board meeting schedule for meetings in year 2021.
The committee is turning its attention to the creation of a long-term roadmap to help the work and organization’s goals to achieve a barrier-free Canada by year 2040. A consultant with required experience will be hired to help establish these milestones.
10. Indigenous awareness training
Document 9A: Briefing Note
Document 9B: Annex 1 - Indigenous awareness training roadmap
Document 9C: Annex 2 - Summary of directors input and board discussion of Indigenous awareness training
The Chair of the Governance Committee, Kory Earle, proceeded to present the training roadmap for the Indigenous awareness training. The roadmap proposed that training take place in three phases as outlined in Document 9B (Annex 1).
- Phase 1 would be held virtually in late fall 2020 or after
- Phase 2 would be held virtually in fall 2020
- Phase 3 would be held in person on or around the first regular meeting of 2021. It is possible that, based on future circumstances surrounding COVID-19, all of the training may be held virtually
Board members then proceeded to clarify and make recommendations to the training roadmap. This included discussion about the content, delivery, and timelines of training. Board members generally agreed with the comments raised about content and delivery. Discussion about timelines led to a modified motion.
15-4 Motion presented and seconded to approve the Indigenous awareness training roadmap and amend the interim strategic plan to include Phases 1 and 2 of the Indigenous awareness training as priorities. Modification to this motion was also presented to amend document 9B (Annex 1: Indigenous Awareness Training Roadmap) which would state that Phase 3 of the training will be provided in the first quarter of 2021, between January to March 2021.
Carried by all.
11. External Relations Committee update
Document 12A: Committee report
The Chair of the Relations Committee, Penny Hartin, gave a summary of the committee’s activities. All Board members received a copy of the committee’s report. The organization’s first official Annual report has been released and can be found on the organization’s website.
The online consultation is now closed. The results will be analyzed and the committee will look where the participation came from and identify the gaps. The intent will also be to find out how to engage other groups such as youth groups and other groups that are not presently engaged such as marginalized groups, seniors or more difficult groups to reach that do not have access to technology. Migrating to the new website is well underway and the organization will have better control of content and accuracy. The organization will also be able to do analysis of metrics reporting.
12. External Relations: Guidelines for the use of images and photos
Document 13A: Briefing Note - Guidelines for the use of images and photos
Document 13B: Guidelines for the use of images and photos
The Chair of the External Relations, Penny Hartin, gave a brief overview of the Guidelines for the use of images and photos as all Board members had received copies of documents. The directors had an opportunity to provide input to this document. The committee hopes that future circumstances and processes will allow access to quality images and photos, which can be of value to the organization’s future publications in representing people in situations of accessibility.
15-5 Motion presented and seconded to approve Accessibility Standards Canada’s Guidelines for the use of photos, images, and videos.
Carried by all.
13. Performance Appraisal Committee update
Document 14A: Committee Update
The Chair of the Performance Appraisal Committee, Brad McCannell, reported on the process of the Board assessment. The contract has been finalized with Boardroom Metrics. The committee will review Mr. Crocker’s report and will report back to the Board of Directors on recommended next steps.
14. Closing remarks
The CFO explained the process involved in the selection of the firm to do the Board of Directors assessment.
15-6 Motion presented to adjourn the meeting at 2:45 p.m.
Carried by all.
Friday, October 9, 2020
15. Welcoming remarks and roll call
The meeting opened at 12:00 p.m. with a roll call and words of welcome from the Chairperson. Mr. Bérubé welcomed Chantal Guay, CEO for Standards Council of Canada.
15-7 Motion presented and seconded to open the meeting at 12:00 p.m.
Carried by all.
16. Standards Council of Canada: Accreditation process
Document 17A: Presentation: SCC - Accreditation Process
Ms. Guay made a virtual presentation to the Board of Directors to inform them of the benefits of becoming an accredited organization through Standards Council of Canada (SCC). SCC is a respected advisory and accredited organization on the world stage that assures safety and quality of products, along with avoidance of duplication or overlap of standards.
The accreditation process and recognition would ensure that the standards being developed by Accessibility Standards Canada are used across Canada.
Standardization for Canadians is one of the best tools to achieve the objective to become a barrier-free country. It also ensures that standards conform to national and international practices. The presentation was followed by a period of questions and answers. The Chairperson thanked Ms. Guay for her informative presentation and future consideration will be given to extended training on accreditation.
17. Departmental results report
Document 18A: Briefing Note - Departmental results report
Document 18B: Departmental results report
The Departmental Results Report was introduced to the Board members by the CFO, Philipe Sarrazin. He explained the process involved in drafting the Departmental Results Report which covers the organization’s activities and results from July 2019 through to the end of March 2020. The Chairperson and Vice-Chairperson reviewed the report before the meeting, and it had been reviewed and approved by the Chief Executive Officer.
Heather Scott, Policy Officer at Accessibility Standards Canada proceeded to explain the report in more detail. Staff, with feedback and input on key sections from the Strategic Planning and External Relations Committees, developed the draft Departmental Results Report. The Chairperson and Vice-Chairperson also provided helpful feedback.
It is the organization’s first report informing Parliamentarians and Canadians, of the activities it has achieved from July 2019 through to the end of March 2020. Once the report is approved by Board members, staff will seek approval from Minister Qualtrough, and then it will be tabled in Parliament in November 2020, by the Treasury Board Secretariat on behalf of the Minister. Once tabled, the report will be posted on the organization’s website and it will be accessible in many formats.
15-8 Motion presented and seconded to approve the Accessibility Standards Canada’s 2019 to 2020 Departmental Results Report as presented.
Carried by all.
18. Other business
15-9 Motion presented and seconded that all members of the Board of Directors proceed to an in camera session to meet with the Chief Executive Officer.
Carried by all
15-10 Motion presented and seconded to end the in-camera session and return to the Board meeting.
Carried by all.
19. Concluding remarks
15-11 Motion presented to adjourn meeting at 2:15 p.m.
Carried by all.