March 10, 2016 Finance Committee Meeting Minutes

Finance Committee Meeting Minutes

March 10, 2016 -  1:30 p.m. – 3:30p.m.

Guelph Trillium Room

Present: Dennis Lever (Chair), Doug Auld, Christine Billings, Keith Perron, Nancy Sullivan and Chris White.

Regrets: Rose Ann Doyle.

Staff: Dr. Nicola Mercer, Shanna O’Dwyer and Sylvia Muir (Recorder).

Guests: NONE.

1. Call to Order

D. Lever (Chair) called the meeting to order at 1:35 p.m. 

2. Approval of Agenda

MOTION: “To approve the Agenda for the March 10, 2016 meeting, as presented.”
Moved: N. Sullivan
Seconded: D. Auld
CARRIED 

3. Approval of Minutes

MOTION: “To approve the Finance Committee Minutes of December 2, 2016 – not including Closed Session Minutes of December 2, 2016.” Moved: C. White Seconded: C. Billings CARRIED 

4. Presentation(s)

  • NONE

5. Finance Committee Report(s)

BH.04.MAR1016.R01 – Financial Cycle for the Board of Health

(1:36) K. Perron arrived.

Dr. Mercer reviewed Finance Committee Report BH.04.MAR1016.R01:

  • Amendment required on page 3 of the Report, under “Annual Reconciliation Report”, in the 6th line, the date to be corrected to read “2015”.

  • ​Committee discussed the new system regarding government user fees (eurig compliant) wherein you are required to justify the user fee and asked WDGPH to be cognizant of same. 

(a) MOTION: “That the Finance Committee makes recommendation to the Board of Health to receive Finance Committee Report BH.04.MAR1016.R01 – Financial Cycle for the Board of Health, as amended, for information.”
Moved: C. White
Seconded: N. Sullivan
CARRIED

BH.04.MAR1016.R02 – Procurement 

Dr. Mercer reviewed Finance Committee Report BH.04.MAR1016.R02:

  • This Report outlines the BOH’s requirements for oversight of the administration’s procurement function.

  • Amendment required on page 3 of the Report, under “How and when the procurement processes will be reviewed to evaluate their effectiveness”, in the 2nd line, the word “audit” to be replaced with “review”.

  • Committee discussed need for benchmarking legal fees with other similar institutions and ensuring that we have obtained letters of agreement/engagement with all law firms/lawyers used. 

(a) MOTION: “That the Finance Committee makes recommendation to the Board of Health to receive Finance Committee Report BH.04.MAR1016.R02 – Procurement, as, amended, for information.”
Moved: D. Auld
Seconded: N. Sullivan
CARRIED 

BH.04.MAR1016.R03 – 2016 Insurance Renewal

Dr. Mercer reviewed Finance Committee Report BH.04.MAR1016.R03:

  • This Report provides an overview of the Agency’s insurance coverage; changes to the coverage; annual fees paid for the coverage; and the increase over the previous year.

  • Committee discussed a variety of items including:

► Ensuring that all the exemptions in the coverages are examined by an independent 3rd party. Obtaining verification that our insurance provider will provide coverage, if required, and identify what the exemptions are under the existing policy.  
► Obtaining legal review and report, in plain language, of our insurance coverage with respect to cyber risk; and
► Confirm that coverage for staff/families are covered under the travel insurance even if they have a pre-existing medical condition. 

(a) MOTION: “That the Finance Committee makes recommendation to the Board of Health to receive Finance Committee Report BH.04.MAR1016.R03 – 2016 Insurance Renewal, for information.”
Moved: K. Perron
Seconded: D. Auld
CARRIED 
(b) MOTION: “That the Finance Committee makes recommendation to the Board of Health to Authorize and Direct the WDGPH MOH/CEO to (i) obtain an independent analysis of the Agency’s insurance coverage exemption clauses to clearly define what is not covered and (ii) obtain an independent risk assessment of these exemptions to ensure the Agency is adequately protected.”
Moved: K. Perron
Seconded: D. Auld
CARRIED

BH.04.MAR1016.R04 – Facilities Reserve Funds 

Dr. Mercer reviewed Finance Committee Report BH.04.MAR1016.R04:

  • This Report provides assurance that the organization is in compliance with both Section 6.9 of the Ontario Public Health Organizational Standards and the BOH’s By-Law No. 3 – Relating to the Property of the BOH.

(a) MOTION: “That the Finance Committee makes recommendation to the Board of Health to receive Finance Committee Report BH.04.MAR1016.R04 – Facilities Reserve Funds, for information.”
Moved: C. White
Seconded: C. Billings
CARRIED

BH.04.MAR1016.R05 – One-Time Grants 2016 

Dr. Mercer reviewed Finance Committee Report BH.04.MAR1016.R05:

  • Report outlines the requirements for One-Time Grants as per the MOHLTC’s Program Based Grants User Guide for 2016.

  • Committee requested that One-Time Grants be considered at future Finance Committee meetings in February so that they could be considered prior to the submission date.

(a) MOTION: “That the Finance Committee makes recommendation to the Board of Health to receive Finance Committee Report BH.04.MAR1016.R05 – One-Time Grants 2016, for information.”
Moved: K. Perron
Seconded: D. Auld
CARRIED 

6. Closed Session

  • To approve the Closed Session Finance Committee Minutes of December 2, 2015.

  • Closed Session Finance Committee Report BH.04.MAR1016.R06 – 2015 Year-End Transfers to Reserve Funds [to also be reviewed in conjunction with BH.04.MAR1016.R07]. 

(2:32)

MOTION: “To move into Closed Session to approve Closed Session Finance Committee Minutes of December 2, 2015 and to review Closed Session Finance Committee Report BH.04.MAR1016.R06 – 2015 YearEnd Transfers to Reserve Funds in conjunction with BH.04.MAR1016.R07.”
Moved: N. Sullivan
Seconded: D. Auld
CARRIED

Present: Dennis Lever (Chair), Doug Auld, Christine Billings, Keith Perron, Nancy Sullivan and Chris White. Regrets: Rose Ann Doyle.
Staff: Dr. Nicola Mercer, Shanna O’Dwyer and Sylvia Muir (Recorder).
Guests: NONE

CLOSED SESSION MINUTES TO BE PROVIDED UNDER SEPARATE COVER.

(3:02) Returned to open session.

MOTION: “To Ratify the Closed Session Decisions of the December 2, 2015 Finance Committee meeting.” Moved: K. Perron
Seconded: D. Auld
CARRIED

Motion(s) brought forward from Closed Session: 

(a) MOTION: “That the Finance Committee makes recommendation to the Board of Health to receive Closed Session Finance Committee Report BH.04.MAR1016.R06 – 2015 Year-End Transfers to Reserve Funds, as presented, for information.”
Moved: D. Auld
Seconded: K. Perron
CARRIED 
(e) MOTION: “That the Finance Committee makes recommendation to the Board of Health to approve other transfers to reserve funds for 2015, as follows:
(i) Municipal Portion of 2015 One-Time Grants ($79,804) into Contingencies Reserve;
(ii); (iii) + (iv) Litigation or potential litigation and personnel matters ($219,000) as per Closed Session Finance Committee Report BH.04.MAR1016.R06 – 2015 Year-End Transfers to Reserve Funds;
(v) Risk Management Review of IT Systems ($100,000) into IT Reserve;
(vi) Website ($15,000) into IT Reserve;
(vii) Legislatively required training ($45,000) into Contingencies Reserve; and
(viii) Remaining surplus from 2015 into IT Reserve.”
Moved: D. Auld
Seconded: K. Perron
CARRIED 

5(a). Continuation of Finance Committee Report(s): 

BH.04.MAR1016.R07 – 2015 Fourth Quarter Financials 

Dr. Mercer reviewed Finance Committee Report BH.04.MAR1016.R07:

  • Amendment required on page 3 of the Report, under “Salary and benefits”, end the first sentence after the word “year” and delete the remainder of the sentence.

  • |The Report indicates a net surplus of $144,770 as of December 31, 2015. That amount has been reduced to approximately $130,000, based on invoices received since the Report was written. The amount could be further reduced if WDGPH does not receive the additional One-Time Grant that was submitted for Healthy Smiles Ontario dentist payments or it could increase if the Agency receives some of the other One-Time Grants that were submitted. 

Direction was provided to amend the Report going to the BOH to reflect the above changes. 

(a) MOTION: “That the Finance Committee makes recommendation to the Board of Health to receive Finance Committee Report BH.04.MAR1016.R07 – 2015 Fourth Quarter Financials, as amended, for information.” Moved: C. Billings
Seconded: D. Auld
CARRIED

7. Terms of Reference

Dr. Mercer reviewed the Terms of Reference with the Committee:

  • AMENDMENTS to Terms of Reference include:
    (i) Under the heading entitled “Quorum:” on page 3:
    ►Addition of 6.3 – Quorum from the By-Laws to be inserted after the sentence “As per 6.3 of the By-Laws of the Wellington-Dufferin-Guelph Board of Health: “A majority of the members of the Board constitutes a quorum of the Board. The Chair is included as a member of the Board in constituting a quorum.” 
(a) MOTION: “That the Finance Committee make recommendation to the Board of Health to accept the Finance Committee Terms of Reference, as amended.”
Moved: N. Sullivan
Seconded: D. Auld
CARRIED 

8. Discussion(s)

  • NONE

9. Next Meeting

  • TBD

9. Adjournment

The meeting was adjourned at 3:10 p.m

MOTION: “To adjourn meeting”.
Moved: D. Auld
Seconded: C. Billings
CARRIED