Item - 2021.EX25.14
Tracking Status
- City Council adopted this item on July 14, 2021 without amendments and without debate.
- This item was considered by the Executive Committee on July 6, 2021 and adopted without amendment. It will be considered by City Council on July 14, 2021.
EX25.14 - Toronto Pan Am Sports Centre - Annual General Meeting and 2020 Audited Financial Statements
- Decision Type:
- ACTION
- Status:
- Adopted on Consent
- Wards:
- All
City Council Decision
City Council on July 14, 15 and 16, 2021, adopted the following:
1. City Council, in its capacity as one of the Shareholders of Toronto Pan Am Sports Centre Inc. adopt and authorize the City Manager to sign the Resolutions of the Shareholders attached as Attachment 1 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer on behalf of the City that:
a. Financial Statements
The "Toronto Pan Am Sports Centre Inc. 2020 Annual Report, and the "Toronto Pan Am Sports Centre Inc. 2020 Audited Annual Financial Statements", including the auditor's report dated March 26, 2021, forming Attachment 2 and 3 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer are received.
b. Appointment of Auditors
Welch LLP are appointed as the Auditor of Toronto Pan Am Sports Centre Inc. for fiscal year 2021, and until the close of the next annual meeting of the Shareholders or until their successors are duly appointed, and the Board of Directors of Toronto Pan Am Sports Centre Inc. authorized to fix the remuneration of the Auditor.
c. Confirmation of Proceedings
All by-laws, contracts, acts, proceedings, appointments, elections and payments of any director or officer of Toronto Pan Am Sports Centre Inc. that were enacted, made, done or taken since the last annual meeting of Shareholders of Toronto Pan Am Sport Centre Inc. are approved, ratified, sanctioned and confirmed.
2. City Council adopt and authorize the City Manager to sign the Resolutions of Shareholders forming Attachment 4 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer:
a. ratifying and approving the 2021 Operating and Capital Budgets of Toronto Pan Am Sports Centre Inc. attached as Schedules A and B to Attachment 4 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer; and
b. authorizing any two directors or officers to carry out the provisions of the resolutions passed by the Shareholders of Toronto Pan Am Sports Centre.
3. City Council receive the "Toronto Pan Am Sports Centre 2020 Financial Impacts of COVID-19 ", forming Attachment 5 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer.
4. City Council direct the City Clerk to forward a copy of the "Toronto Pan Am Sports Centre 2020 Audited Annual Financial Statements", forming Attachment 3 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer, to the Audit Committee for information.
Background Information (Committee)
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168489.pdf
Attachment 1 - Toronto Pan Am Sports Centre Inc. Resolutions of Shareholders - Financial Statements, Appointment of Auditors, Confirmation of Proceedings
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168490.pdf
Attachment 2 - Toronto Pan Am Sports Centre Inc. 2020 Annual Report
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168491.pdf
Attachment 3 - Toronto Pan Am Sports Centre Inc. 2020 Audited Annual Financial Statements
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168492.pdf
Attachment 4 - Toronto Pan Am Sports Centre Inc. Resolutions of Shareholders - Approval of Budgets, Schedule A - Toronto Pan Am Sports Centre Inc., 2021 Operating Budget and Schedule B - Toronto Pan Am Sports Centre Inc., 2021 Capital Budget
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168493.pdf
Attachment 5 - Toronto Pan Am Sports Centre 2020 Financial Impacts of COVID-19
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168494.pdf
EX25.14 - Toronto Pan Am Sports Centre - Annual General Meeting and 2020 Audited Financial Statements
- Decision Type:
- ACTION
- Status:
- Adopted
- Wards:
- All
Committee Recommendations
The Executive Committee recommends that:
1. City Council, in its capacity as one of the Shareholders of Toronto Pan Am Sports Centre Inc. adopt and authorize the City Manager to sign the Resolutions of the Shareholders attached as Attachment 1 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer on behalf of the City that:
a. Financial Statements
The "Toronto Pan Am Sports Centre Inc. 2020 Annual Report, and the "Toronto Pan Am Sports Centre Inc. 2020 Audited Annual Financial Statements", including the auditor's report dated March 26, 2021, forming Attachment 2 and 3 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer are received.
b. Appointment of Auditors
Welch LLP are appointed as the Auditor of Toronto Pan Am Sports Centre Inc. for fiscal year 2021, and until the close of the next annual meeting of the Shareholders or until their successors are duly appointed, and the Board of Directors of Toronto Pan Am Sports Centre Inc. authorized to fix the remuneration of the Auditor.
c. Confirmation of Proceedings
All by-laws, contracts, acts, proceedings, appointments, elections and payments of any director or officer of Toronto Pan Am Sports Centre Inc. that were enacted, made, done or taken since the last annual meeting of Shareholders of Toronto Pan Am Sport Centre Inc. are approved, ratified, sanctioned and confirmed.
2. City Council adopt and authorize the City Manager to sign the Resolutions of Shareholders forming Attachment 4 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer:
a. ratifying and approving the 2021 Operating and Capital Budgets of Toronto Pan Am Sports Centre Inc. attached as Schedules A and B to Attachment 4 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer; and
b. authorizing any two directors or officers to carry out the provisions of the resolutions passed by the Shareholders of Toronto Pan Am Sports Centre.
3. City Council receive the "Toronto Pan Am Sports Centre 2020 Financial Impacts of COVID-19 ", forming Attachment 5 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer.
4. City Council direct the City Clerk to forward a copy of the "Toronto Pan Am Sports Centre 2020 Audited Annual Financial Statements", forming Attachment 3 to the report (June 21, 2021) from the City Manager and the Chief Financial Officer and Treasurer, to the Audit Committee for information.
Origin
Summary
This report transmits materials submitted by the Board of Directors of the Toronto Pan Am Sports Centre (TPASC) to the City and recommends actions necessary to comply with the requirements of the Business Corporations Act, Ontario (OBCA) for holding the Annual General Meeting of the Shareholder of Toronto Pan Am Sports Centre Inc., including receipt of its Annual Report and Audited Financial Statements (Statements) for 2020 and appointment of the auditor for 2021. Limited review and analysis was performed by City staff.
This report contains recommendations to approve the 2021 operating and capital budgets of TPASC approved by the TPASC board of directors. Section 5.05(a) of the Unanimous Shareholders’ Agreement of the Corporation as of December 18, 2013 provides that the annual operating and capital budgets shall be considered and approved by the Board and subject to approval by the Shareholders of the Corporation. The City and the Governing Council of The University of Toronto are the two Shareholders of TPASC.
The requirements of the OBCA regarding the annual general meeting and the requirements of the Unanimous Shareholders’ Agreement regarding approval of the annual operating and capital budgets are being satisfied by written joint resolutions of the Shareholders, as provided in this report.
The OBCA provides that a resolution in writing signed by all the Shareholders entitled to vote on that resolution at a meeting of the Shareholders is as valid as if it had been passed at a meeting of the Shareholders; and a resolution in writing dealing with all matters required by the OBCA to be dealt with at an annual meeting of Shareholders, and signed by all the Shareholders entitled to vote at that meeting, satisfies all the requirements of the OBCA relating to that meeting of Shareholders.
TPASC's 2020 Statements were audited by Welch LPP and received an unqualified opinion stating that the financial statements present fairly, in all material respects, the financial position of the TCHC as at December 31, 2020, and its results of operations, for the year then ended, in accordance with Canadian public sector accounting standards.
The report also responds to City Council's request to report the impact of COVID-19 on the 2020 financial statements as well as any modifications to programs and initiatives to address the pandemic.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168489.pdf
Attachment 1 - Toronto Pan Am Sports Centre Inc. Resolutions of Shareholders - Financial Statements, Appointment of Auditors, Confirmation of Proceedings
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168490.pdf
Attachment 2 - Toronto Pan Am Sports Centre Inc. 2020 Annual Report
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168491.pdf
Attachment 3 - Toronto Pan Am Sports Centre Inc. 2020 Audited Annual Financial Statements
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168492.pdf
Attachment 4 - Toronto Pan Am Sports Centre Inc. Resolutions of Shareholders - Approval of Budgets, Schedule A - Toronto Pan Am Sports Centre Inc., 2021 Operating Budget and Schedule B - Toronto Pan Am Sports Centre Inc., 2021 Capital Budget
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168493.pdf
Attachment 5 - Toronto Pan Am Sports Centre 2020 Financial Impacts of COVID-19
https://www.toronto.ca/legdocs/mmis/2021/ex/bgrd/backgroundfile-168494.pdf