Public proceedings of the Board
Meeting of the Board of Directors on February 7, 2014
Board members present
John McCamus (Chair); Aly Alibhai; Michelle Haigh; John Liston; James McNee; Derry Millar; James Yakimovich; Robert W. Ward (CEO/Ex Officio)
Janet Budgell; Mary-Ann Cocchetto; Charles Lafortune; Sue McCaffrey; David McKillop; Stephanie Mealing; Michelle Séguin; Aneurin Thomas
1. Conflict of interest
Board members Michelle Haigh (a Bencher of the Law Society of Upper Canada) and Derry Millar (who is associated with the Federation of Law Societies) declared a conflict with respect to LAO’s response to the proposed accreditation of Trinity Western University Law School.
2. Board performance assessment
The Vice-President and General Counsel conducted a Board performance assessment, and will prepare a report on verbal responses to specific questions. The Chair will teleconference, one on one, with Board members, after they complete the annual individual Board member self-assessment survey.
3. Adoption of Board of Directors’ minutes
The minutes of the December 5 and 6, 2013 and January 20, 2014 Board meetings were adopted.
4. Chair’s report
The Chair welcomed Board member John Liston, who returned from a leave of absence teaching in Japan. He also provided reports on the following:
The Chair and the CEO met with the provincial caucus. They had a lengthy and productive discussion with the Attorney General, the Deputy and the Assistant Deputy.
- the launch of the LAO Mental Health Strategy at Parkdale Activity Recreation Centre (PARC)
- the “Reinventing Criminal Justice” Symposium on public confidence in the criminal justice system—he noted that previous conferences on bail and mental health issues were more directly relevant to the work of LAO
- an invitation-only two-day National Action Committee of the Access to Justice Colloquium to follow up on the Cromwell Report on Access to Justice, followed by an Ontario delegate meeting to discuss the formation of a provincial implementation committee; LAO will be pleased to participate; the Law Society had indicated it will take a leadership role and present a proposal to its Convocation in the near future
- a Law Society reception to honour LAO’s first Board Chair, The Honourable Sidney B. Linden, on the occasion of his retirement from the bench.
4.2 CEO succession planning
This had been discussed at an in-camera session at the 2013 Board retreat. The President and CEO presented proposals and next steps to ensure an orderly and seamless transition as follows:
- The Board will establish a succession planning committee
- The Chair, in consultation with the Board, will establish this committee’s membership
- The Chair will be authorized to engage external professional advisers to help the committee.
4.3 Advisory committees
The Chair presented the LAO Board Advisory Committee Fall 2013 meetings report and committee minutes. At staffs’ recommendation, the environmental scan and strategic planning discussions will take place at spring Advisory Committee meetings. This will provide sufficient time to incorporate strategic priorities into the business planning process. The fall Advisory Committee meetings will run earlier in the fall than before, and include discussion of initiatives proposed in the draft business plan.
4.4 Guide for Boards of government agencies
The Ministry of Government Services has launched a framework for board governance and appointees. It has been posted to the Board of Directors portal for Board members to review.
4.5 Board retreat and strategic planning session
As part of his report on the Board retreat, the Chair:
- reviewed some best practice suggestions, including adding an in-camera item at the end of each Board agenda
- reported that Deloitte’s report, The Effective Not-for-Profit Board, A Value-driving Force, will be posted to the Board of Directors portal
- summarized the Strengths, Weaknesses, Opportunities and Threats (SWOT) analysis
- invited and heard feedback on whether the Board retreat activities met their expectations and whether to provide the Board with broad training opportunities or training on current issues.
4.6 Proactive disclosure of expenses
The Chair disclosed expenses for the Board retreat and strategic planning session.
5. President & CEO Report (second instalment)
5.1 Senior LAO counsel
LAO is hiring 10 senior counsel in the regions. It is recruiting from within at present, and will expand to external candidates if necessary.
5.2 Alternative Fee Arrangements (AFAs)
LAO is proceeding with planning a pilot project on AFAs. If the Board approves, LAO will enter into some AFAs in the near future. AFAs will allow lawyers to have a positive, known cash flow and to make their own decisions about managing their caseload.
5.3 Employee expense travel and expense claims review
The review indicated overall compliance with the control framework.
5.4 Results of staff survey conducted by Policy and Communications departments
Generally, staff are confident with the client service that they provide, and support modernization. They are experiencing some change fatigue, the need for increased willingness to speak truth to power, and the desire for more input into executive decision-making.
The Executive Management Committee (EMC) is formulating a response. The Vice-Presidents will attempt to identify initiatives that can be deferred or delayed to reduce the fatigue factor. As well, new forums will be established that allow managers to communicate directly with the CEO on a regular basis.
5.5 Senior external adviser
A former Deputy Attorney General has been retained to provide the CEO and senior managers with advice and perspectives on specific LAO projects.
5.6 New funding for clinic modernization
LAO has received a large number of one-time funding applications for projects to strengthen the capacity of community and legal clinics, including an ACLCO request for a modernization coordinator. Decisions are forthcoming.
5.7 Clinic performance measures
The project is moving forward. Specific issues still under discussion: the development of measures to reflect the value of systemic work, community outreach and public legal education, as well as cost-per-case measurement.
5.8 Lawyer payment process
Timelines for payment of lawyers’ accounts have improved dramatically.
5.9 Panel management project
Some aspects of the panel management project are on hold temporarily, because they have proven too labour intensive for the districts. For the time being, panel management will be undertaken only where risk is identified.
5.10 Board discussion
The Board discussed and heard responses from the CEO or Chair on:
- Board appointments
- the decision-making process for applications for the new funding for clinics and other organizations.
- EMC members will make the decisions within the next week and report to the Board.
- the progress of the MAG/LAO Memorandum of Understanding (MOU)
- a recent problem in one of the remote fly-in courts; Nishnawbe-Aski Legal Services is working with the community and senior regional judge to resolve it.
- the MOU between LAO and the clinics; the CEO reported on more positive LAO/clinic working relations and on the momentum in clinic modernization.
- Trinity Western University’s request to be an accredited law school; the Board decided that advocacy was not appropriate for LAO in this instance.
6. Committee reports
6.1 Clinic committee hearing
The Board reversed its decision with respect to funding for a specific clinic and would continue oversight.
7. Board reports
7.1 Compensation Framework Report
The Vice-President and CAO presented this report. She pointed out that:
- the proposed framework responds to pressure for increased compensation levels, which are low by comparison to other public sector organizations.
- compensation at LAO needs to reflect a culture of excellence, in light of more direct client service and the need for higher levels of skill and specialization.
- the framework’s proposals are modest, and LAO will meet them through internal savings and investments, not new government funding.
- earlier attempts at compensation increases were halted by the Public Sector Compensation Restraint Act.
- LAO consulted with staff and the Lawyer Workforce Strategy committees.
The Board discussed possible negative media reaction to any public sector salary increases. The President and CEO noted that communications will be clear with respect to the inadequacy of the current framework and the modesty of the proposed increases.
The Board approved the immediate implementation of the new compensation framework and pension enhancements, and authorized the President and CEO to establish salary increases for 2014/15 within the principles of constraints established by the Province of Ontario.
7.2 PeopleSoft upgrade project
The Vice-President and CAO reported that Deloitte LLP was the successful bidder on LAO’s RFP for the provision of a third party to upgrade PeopleSoft and keep LAO business and IT systems current. She discussed the cost to upgrade both components of PeopleSoft—the financial system and certificate system management. She noted that LAO could reduce the cost of service with an out-of-the-box solution, and advised that staff are working to determine the cost of other services. Due diligence has been completed, and LAO can begin implementing Part A of the proposed upgrade.
The Board approved awarding the contract to Deloitte, subject to LAO successfully negotiating Part A of the PeopleSoft Financials upgrade, and authorized the President and CEO to sign the contract.
7.3 Report on rebranding duty counsel
The Board discussed whether the title “duty counsel” adequately reflects the expertise of these lawyers.
7.4 Report of clinic compensation funding increase
The Vice-President and CAO presented this report. Staff recommended, and the Board approved, a one percent pay equity increase plus a one per cent compensation funding increase for the 2013/14 fiscal year.
7.5 Policy and external relations reports
October 2013 report of the National Action Committee on Access to Justice in Civil and Family Matters, Access to Civil and Family Justice: A Roadmap for Change (the Cromwell report)
The Vice-President, Policy, Research and External Relations, presented this report.
According to the Director General, Policy and Strategic Research, this report identifies themes and recommendations that LAO has been working on for some time. These include LAO’s service continuum, early resolution, prevention, public legal education, diversion, triage/intake, summary legal advice, hubs, etc. LAO’s new investments in family law make it the most innovative participant in the Ontario family justice system. The Board discussed the possibility of making family mediation mandatory and providing specific training for mediators whose clients may have mental health and domestic violence issues.
The Board will be kept regularly apprised on what LAO is doing to align with the Cromwell report.
7.6 General counsel reports
Clinic Information Management System (CIMS) report
This report, presented by the Vice-President and General Counsel, includes information about LAO’s RFP, its two options for CIMS—modifying the HRLSC system or going with a commercial off-the-shelf solution, and the three bids LAO received.
NetDexterity, a Canadian company familiar with LAO’s business, scored the highest on all available points. Staff recommended, and the board approved, awarding the contract to NetDesterity, subject to successfully negotiating the requirements of the software to meet LAO’s budgetary parameters. The Board authorized the President and CEO to sign the contract.
7.7 Alternative Fee Arrangement (AFA)
The President and CEO reported that AFAs:
- provide an additional instrument that can fulfil LAO’s mandate to satisfy client and service-provider needs
- are cost-neutral to LAO, with payments based on historical averages
- will reduce administration and create a more trust-based relationship with service providers without sacrificing continued LAO oversight.
Early indications suggest that service providers are enthusiastic.
The Director General, Provincial Case Management Office noted that:
- along with many benefits to lawyers and clients, there are risks, e.g., ensuring value for money and quality of service throughout the term of the contract
- LAO will continue to request dockets to compare money expended with billings service managers will be appointed specific to this file
- this is a three-year pilot (the average life-cycle of a certificate)
- negotiations were underway with firms and sole proprietors
The Board approved the proposed AFA service agreement.
7.8 Report on Independent Legal Advice (ILA)
The Vice-President and CAO, who presented this report, explained that LAO is working with the private bar to reduce the number of unrepresented clients in court through ILA services. Currently, an estimated 70 per cent of litigants in family court are unrepresented. LAO has allocated two-thirds of the three-year new initiative funding to family law and will reimburse lawyers through the duty counsel payment system.
The Vice-President, Southwest Region, reported on:
- investing money into mediation support services; the proposed pilot will launch in 11 high-volume sites, using a relaxed financial eligibility threshold consistent with the settlement conference eligibility test
- the consultation process, confirming that LAO has kept stakeholder associations and MAG fully informed
- the annual cost and the fact that the program is scalable
- the fact that a communications strategy and performance measurements are under development, as well as a means to report back on the impact of the new investment.
The Independent Legal Advice (ILA) pilot project, supported by New Initiative Funding for Family Law, was approved.