Public proceeding of the Board

Meeting of the Board of Directors on December 6, 2013

Attendance

Board members present

John McCamus (Chair); Aly Alibhai; Nancy Cooper; James McNee; Derry Millar; James Yakimovich; Robert W. Ward (CEO/Ex Officio)

Staff

Sue McCaffrey, Stephanie Mealing

1. Board training

The Chair introduced Linda Bowles (retired from Deloitte) and Gary Moulton (from Duff and Phelps) to train the Board on strategy, financial oversight, governance roles and accountability. They made the following observations and suggestions:

  • Renew the Boards mandate annually.
  • Create a skills matrix to assist with Board appointments.
  • Translate risk assessment issues into agenda items.
  • Ask at least one Board representative to join the Institute of Corporate Directors.
  • Review the business/strategic plan at least every six months.
  • Ask the Chair to set the agenda for Board and Committee meetings.
  • Create an IT Board Committee.
  • Invite non-Board community members with expertise to Audit and Finance committee meetings.
  • Support an open whistle-blowing environment.
  • Regularly conduct Board self-evaluation, note areas for improvement and lessons learned, and work these into the strategic plan for the coming year.
  • Conduct an in-camera session with Board members at the end of each Board meeting.

2. Strengths, Weaknesses, Opportunities and Threats (SWOT) analysis

CGA Tammy Wolters conducted a SWOT analysis for Board members and staff, and will present a SWOT analysis report to the Board at its next meeting.

3. Discussion with Ontario Deputy Attorney General

The Deputy Attorney General for Ontario discussed the Ministry of the Attorney General (MAG)s strategic planning process and current issues, priorities and challenges.

4. Executive succession planning

This was an in-camera session.