CMHA National Board of Directors

/ National
1110-151 Slater Street
Ottawa, Ontario K1P 5H3
Tel: 613-745-7750 /

CMHA National Board of Directors

MINUTES

BoardMeeting
January 27 2015, 2:00 – 4:00 p.m. EST

Present:

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Cal Crocker, Vice-Chair

John Abbott, Treasurer

Jeanette MacAulay, Secretary

Joy Bacon

Susan Grohn

Aileen McGinty

Tom McCarthy

Theresa Claxton

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Regrets: Irene Merie, Chair; Mark Gruchy; Roger Miller; Peter Csiszar; Debbie McCormack; Sandra Anderson

Staff:

Peter Coleridge, (National CEO)

Mark Ferdinand (National Director – Public Policy)

Emily Goodacre (National Executive Coordinator/Recording Secretary)

1.Call to Order, Welcome & Chair Remarks

C. Crocker welcomed everyone and called the meeting to order at 2:05. He noted that I. Merie, Chair, had sent regrets given she was unexpectedlytravelling at this time due to a cancelled flight, and had requested that he Chair the meeting and pass along her apologies.

2.Review & Approval of Agenda

C. Crocker suggested that the “2015/2016 Draft Budget” item under “Finance and Audit Committee Report” be moved to an in-camera session at the end of the meeting.

Motion: T. McCarthy / J. MacAulay

That the agenda be approved as amended.

Carried.

3. Declaration of Conflicts of Interest

No conflicts of interest were declared.

4.Minutes of Previous Meetings

C. Crocker highlighted the October 25 and 26, 2014 draft National Board minutes in the meeting package and asked for any omissions or errors.

P. Coleridge reminded the Board that the minutes of the 2014 Annual General Meeting were included in the meeting package for information and comment, and will be approved at the 2015 Annual General Meeting.

Motion: J. Abbott / J. Bacon

That the minutes of the October 25, 2014 National Board meeting be approved as presented.

Carried.

Motion: J. MacAulay / A. McGinty

That the minutes of the October 26, 2014 National Board meeting be approved as presented.

Carried.

5. Business Arising from the Previous Minutes

All business from the previous minutes has been completed with the exception of the development of questions or information areas for each board member to use to gather information from their divisions about their structure and funding.

Action:J. MacAulay and R. Miller will continue to work on developing the list of questions or information areas to serve as a guide for each Division to develop an overview of their structure and funding for National Board information sharing/education purposes.Anticipated completion date: February 2015

6.Nation-wide strategic plan implementation update

P. Coleridge updated the Board that work on various aspects of the nation-wide strategic plan continues to progress in a positive manner. These include the social media strategy currently being launched in several pilot sites, and a Flagship Programs implementation team being formed. P. Coleridge also noted that as part of the “Ensuring Quality Services” collective goal, a process for the development an electronic program inventory will be established within a few months. This inventory will support information sharing across CMHAs.

C. Crocker asked if these endeavors are creating a sense of enhanced engagement with the branches. P. Coleridge answered that they are, and that other work, such as public policy, continues to engage the branches and show the value of collective impact as a national organization.

7.Committee/Task Group/Working Group Reports

1. Finance and Audit Committee

J. Abbott reported that revenues are increasing from corporate sponsorships and donations, and a positive outcome is anticipated for the year. P. Coleridge added that he is estimating a surplus of $100,000 - $120,000 at the end of fiscal year basedon controlling costs for various items inthe operating budget and the collective fund for the strategic plan implementation.

J. Abbott also informed the Board that the Bequest Policy will be reviewed at the next Finance and Audit Committee meeting given that it was developed 4 years ago and the budget picture and management process has changed since that time.

1. Governance and Board Development Committee

C. Crocker reported that some minor changes were being recommended to the Governance and Board Development Committee Terms of Reference for Board approval. P. Coleridge explained that the mandate was changed to include a regular review of governance policies and bylaws.

T. McCarthy suggested thewording be further clarified to reflect the proposed regularpolicy and by-laws review process and on an as needed basis.

Motion: T. McCarthy / J. Bacon

That the Terms of Reference of the Governance and Board Development Committee be approved as amended.

Carried.

Action: P. Coleridge/E. Goodacre will amend the last point of the mandate section of the Governance and Board Development Committee Terms of Reference and distribute the final version to the Committee.Anticipated completion date: mid-February 2015

C. Crocker then referred to the committee work plan in the meeting package, highlighting that the item “develop board governance model/policy” has no current commitments, but will be determined based on the Board governance education sessions.

Motion: S. Grohn / J. MacAulay

That the Governance and Board Development Committee 2015 workplan be approved as presented.

Carried.

Action: The Governance and Board Development Committee will complete work on items included in the 2015 workplan. Anticipated completion date: end of March 2015

P. Coleridge presented the Board Evaluation Survey in the meeting package. This survey was completed by the National Board last year and is based on a similar evaluation survey by CMHA Ontario. The answer scale was changed in the latest version from a 5 point agree/disagree scale to yes/no/don’t know answer options. This survey will be sent to the board in the coming weeks and the results will be used to inform skill needs for theNational Board director nomination process and National Board information/education sessions.

T. McCarthy suggested adding the word “values” to question 7 of the survey.

Action: E. Goodacre and L. Marmen will update the Board survey as discussed before sending it to the Board. Anticipated completion date: Early February 2015

C. Crocker reported that the Governance and Board Development Committee also discussed Board meeting evaluations and was recommending that the Chair conduct a verbal evaluation at the end of each meeting.

J. MacAulay asked if this is all meetings or only face-to-face meetings, and C. Crocker clarified that this would be at the end of all meetings.

Motion: C. Crocker / J. MacAulay

That the Board Chair conduct a verbal evaluation at the end of each Board meeting.

Carried.

Action: P. Coleridge/E. Goodacre will include “meeting evaluation” as an item on future agendas. Anticipated completion date: end of March 2015

Action: The Governance and Board Development Committee will provide the Board Chair with a list of suggested evaluation questions or parameters to guide the evaluation discussion at the end of each meeting.Anticipated completion date: end of March 2015

1. NCPLE

T. Claxton reported to the Board that the NCPLE held a meeting January 15th, 2015. M. Ferdinand attended this meeting to discuss collaboration with the Public Policy Working Group. A meeting will be held with the National Network for Mental Health next month in order to discuss collaboration, and P. Coleridge will join this discussion. T. Claxton also informed the Board that the Canadian Psychiatric Association had contacted CMHA National to invite a person with lived experience to consult on CPA’s “Choose Wisely” education campaign on the necessity of certain medical procedures and treatments. As a result, NCPLE is sending a representative to the consultation.

1. Public Policy Working Group

M. Ferdinand referenced the memo (included in the meeting package) referencing a meeting with that P. Coleridge and he had with the Policy Director of the Federal Minister of Health Office, Trina Morissette. The meeting was a positive validation of CMHA’s vision of alignment between mental health and addictions. Ms. Morisette indicated a possible willingness of the Minister to meet with CMHA National in the future.

1. Fund Development Working Group

P. Coleridge updated the board that the Fund Development Working Group has not met recently given National’s focus has been on fundraising efforts for Mental Health Week. He highlighted that the fundraising environment continues be increasingly challenging, with funders requesting metrics that CMHA has little capacity to deliver.

8.Division Updates

P. Coleridge referred the Board to the January 13, 2015 correspondence from Québec Division included in the meeting package. He highlighted the direction that he was provided on the matter in the October 25 and 26, 2014 Board motion and the recommended response to the recent correspondence from Quebec Division as outlined in the Briefing Note in the meeting package.

He added that I. Merie, Board chair, expressed support for the recommendations by e-mail. Other Board members expressed agreement with the proposed response messages.

P. Coleridge also reminded the Board that CMHA Montreal is interested in remaining a part of CMHA, and is awaiting the decision with regards to Québec Division before moving forward.

Motion: J. Bacon / T. McCarthy

That the Board of Directors approve the following messages to respond to the CMHAQuebec January 13, 2015 letter:

1. CMHA remains very interested in continuing and strengthening our mutual partnership in Quebec;
2. CMHA remains very interested in receiving comments from CMHA Quebec on the historical facts by February 16, 2015;
3. CMHA would request payment of the annual assessment of approximately $13,395 by February 27, 2015 to continue the use of the CMHA name until a formal alliance is agreed to by CMHA Quebec and CMHA National.

Carried.

Action: P. Coleridge/M. Ferdinand will draft a response to the January 13, 2015 Quebec Division letter for the National Board Chair’s signature. Anticipated completion date: February 6, 2015

9.CEO Board Report

P. Coleridge presented the CEO Board Report to the Board. Some highlights included:

• Planning is moving forward for a CMHA Symposium in St. John’s, NL, October 29-30, 2015. This is in lieu of a full-scale Nation-wide Conference. The symposium will be an internal event focused on the nation-wide strategic plan implementation and show case Division and Branch/Region work in support of the CMHA collective goals.
• CMHA Saskatchewan is providing resources to develop a call to action fora National Mental Health and Addiction Care Innovation Fund. This project is in keeping with discussions at the Calgary CMHA nation-wide conference October 2014 and CMHA National, Ontario and Toronto are part of the core project team. The call to action will involve all interested CMHAs.
• The Pension Plan transition to a new Board of Trustees has been slightly delayed as the Plan has to be registered as a multi-employer plan. The incoming Board will have an orientation session on January 29th
• An MOU is being developed with Military Family Services. This MOU will involve no financial commitments.

M. Ferdinand also commented that MFS may sign a separate agreement with CMHA BC to evaluate the Living Life to the Full program and asses if the program can be launched in Military Family Centres. Veterans Affairs are also speaking with CMHA BC regarding the program.

10. Other Business

P. Coleridge referred to the letters included in the meeting package for information. In relation to the CMHA Annapolis County Branch Letter, he highlighted that I. Merie wanted the Board to be aware that while management is accountable for appropriately handling the type of communication/media issues noted in the Annapolis County Branch letter, the National CEO is responsible for reviewing communication/media issues that are highly political/sensitive or may pose significant public relations risk for the CMHA name/brand with the Chair and/or Executive Committee.

The Board then went in-camera to discuss the 2015/2016 budget.

Motion: A. McGinty / J. MacAulay

That the Board begin an in-camera session at 3:05 pm to review the proposed fiscal 2015-16 budget.

Carried.

Motion: J. MacAulay / J. Bacon

That the Board end the in-camera session at 3:15 pm.

Carried.

Motion:J. Abbott / T. McCarthy

That the draft budget for fiscal 2015-16 be approved as presented and the allocation of $105,000 from internally restricted funds to partially fund staffing costs required to continue implementation of the nation-wide strategic plan.

Carried.

11.Adjournment

C. Crocker asked the Board if they were satisfied with the meeting process, if the material was well presented and if there were appropriate discussion opportunities. Board members commented that the materials were well done and that the discussion was well paced.

Motion: J. MacAulay

That the meeting be adjourned.

Carried.

C. Crocker thanked the Board and adjourned the meeting at 3:20 p.m.

NEXT Board Teleconference: March 17, 2015 2:00 – 4:00 p.m. EST

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Secretary to the Board

March 17, 2015

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Date

CMHA National Board Minutes, Teleconference January 27, 2015Page 1