Minutes Confirmed on July 6, 2016
Board of Directors of the Toronto Atmospheric Fund
- Meeting No.:
- 8
- Contact:
- Jennifer Lin, Committee Secretary
- Meeting Date:
- Thursday, April 28, 2016
- Phone:
- 416-392-4666
- Start Time:
- 9:30 AM
- E-mail:
- jlin@toronto.ca
- Location:
- Committee Room 2, City Hall
- Chair:
- Sandra Odendahl
TA8.1 - Welcome and Introductions
- Decision Type:
- Information
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
Summary
Welcome and Introductions by the Chair of the Board of Directors of the Toronto Atmospheric Fund.
Motions
That the item be received for information.
TA8.2 - Financial Management Policy - Stabilization Fund
- Decision Type:
- ACTION
- Status:
- Adopted
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Approved capping Toronto Atmospheric Fund's Stabilization Fund at 25 percent maximum of the Net Asset Value (NAV), starting with financial statements for the year ending December 31, 2015.
Origin
Summary
This item addresses the Motion adopted at the Board meeting held on February 11, 2016:
"That the Chief Executive Officer, Toronto Atmospheric Fund review the stabilization policy, its relationship to the budget process and associated surplus, and report back to the Board of Directors of the Toronto Atmospheric Fund next meeting on April 28, 2016."
An overview of Toronto Atmospheric Fund's budgeting and financial management process is provided below and a policy is proposed to cap the size of the Stabilization Fund.
Background Information
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92249.pdf
Motions
TA8.3 - Draft Audited Financial Statements for the Year Ended December 31, 2015 and Auditors' Report
- Decision Type:
- ACTION
- Status:
- Adopted
Board Decision
The Board of Directors of the Toronto Atmoshperic Fund:
1. Approved the 2015 Audited Financial Statements, in conjunction with the proposal to cap the Stabilization Fund.
Origin
Summary
Draft 2015 Audited Financial Statements have been prepared by Welch LLP and, along with their Report to the Board of Directors of the Toronto Atmospheric Fund, are attached for Board approval.
Background Information
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92250.pdf
Attachment 1 - Draft Financial Statements for Toronto Atmospheric Fund for the year ended December 31, 2015
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92251.pdf
Attachment 2 - Draft Auditors' Report for the year ended December 31, 2015
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92252.pdf
Motions
TA8.4 - Chief Executive Officer's Report
- Decision Type:
- Information
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Received the item for information.
Decision Advice and Other Information
The Chief Executive Officer welcomed new staff member Jaime Klein to Toronto Atmospheric Fund.
Origin
Summary
This report provides an update on Toronto Atmospheric Fund inititatives.
Background Information
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92208.pdf
Motions
That the item be received for information.
TA8.5 - Expansion of Toronto Atmospheric Fund's Endowment - Status Update and Approval of Terms of Reference of the Ad Hoc Working Group
- Decision Type:
- ACTION
- Status:
- Amended
Confidential Attachment - The security of the property of the municipality or local board
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Authorized the public release of the confidential information from the Chief Executive Officer in Confidential Attachment 1 to the report (April 25, 2016) from the Chief Executive Officer once the Transfer Payment Agreement is signed, if applicable, by the Board of Directors of the Toronto Atmospheric Fund with the Province of Ontario.
2. Approved the terms of reference for the Ad Hoc Endowment Expansion Working Group in Attachment 2 to the report (April 25, 2016) from the Chief Executive Officer.
3. Directed Toronto Atmospheric Fund staff to negotiate with the Province, in consultation with the City Manager's Office, the draft terms of a Transfer Payment Agreement (TPA) for review and approval by Board of Directors of the Toronto Atmospheric Fund, and Toronto City Council approval for Toronto Atmospheric Fund to receive the provincial endowment and implement the Transfer Payment Agreement.
4. Confirmed the instructions given to staff in closed session.
Decision Advice and Other Information
The Board of Directors of the Toronto Atmospheric Fund recessed its public meeting to meet in closed session to consider the item as it pertains to the security of the property of the municipality or local board.
Origin
Summary
This report provides an update on the activities undertaken to date by Toronto Atmospheric Fund (TAF) staff with City staff and the Ad Hoc Endowment Expansion Working Group, to advance the development of a Transfer Payment Agreement between TAF and the Ministry of Municipal Affairs & Housing (MMAH) for the provincial contribution of $17 million to TAF's endowment, as directed by the TAF Board at its February 11, 2016 meeting. It seeks authority for TAF staff to negotiate terms with MMAH, in consultation with the City Manager's office, and subject to Board and City Council approval.
The report also provides the Terms of Reference for the Ad Hoc Endowment Expansion Working Group for the Board's approval.
Background Information
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92601.pdf
(April 25, 2016) Confidential Attachment 1 - Expansion of Toronto Atmospheric Fund's Endowment - Update on Activities and Considerations
Attachment 2 -Terms of Reference for Toronto Atmospheric Fund's Ad Hoc Endowment Expansion Working Group
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92600.pdf
(April 18, 2016) Report from the Chief Executive Officer on Endowment Enhancement Update - Notice of Pending Report
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92624.pdf
Motions
That the Board of Directors of the Toronto Atmospheric Fund recess its public meeting to meet in closed session to consider the item as it pertains to the security of the property of the municipality or local board.
That Board of Directors of the Toronto Atmoshperhic Fund confirm the instructions given to staff in closed session.
TA8.6 - Draft Financial Results for the First Quarter Ended March 31, 2016
- Decision Type:
- Information
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Received the item for information.
Origin
Summary
The unaudited financial results for the first quarter of 2016 operations are compared to the approved 2016 budget pro-rated for 3 months. Overall, Toronto Atmospheric Fund had an unfavourable variance for the quarter driven by "paper losses" in its publicly-traded securities portfolio.
Background Information
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92253.pdf
Attachment 1 - Toronto Atmospheric Fund Unaudited Summary of Revenues and Expenditures YTD for First Quarter ending Mar. 31, 2016 -$ in 000's
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92254.pdf
Motions
That the item be received for information.
TA8.7 - Appointment to Toronto Atmospheric Fund's Investment Committee
- Decision Type:
- ACTION
- Status:
- Amended
Confidential Attachment - Personal matters about an identifiable individual, including municipal or local board employees
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Appointed the following individuals to the Investment Committee:
Terence (Terry) S. Vaughan
Hyewon Kong
Decision Advice and Other Information
The Board of Directors of the Toronto Atmospheric Fund recessed its public meeting to meet in closed session to consider the item as it pertains personal matters about an identifiable individual, including municipal or local board employees.
Origin
Summary
The appointment of a new member of Toronto Atmospheric Fund's Investment Committee is recommended.
Background Information
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92210.pdf
Confidential Attachment 1
Confidential Attachment 2
Motions
That the Board of Directors of the Toronto Atmospheric Fund recess its public meeting to meet in closed session to consider the item as it pertains to personal matters about an identifiable individual, including municipal or local board employees.
That the Board of Directors of the Toronto Atmospheric Fund:
1. Appoint the individuals listed in Confidential Attachment 1 and Confidential Attachment 2 to Investment Committee.
TA8.8 - M5V Tower Inc. / Toronto Standard Condominium Corporation No. 2206 Green Condo Loan Terms
- Decision Type:
- ACTION
- Status:
- Adopted
Confidential Attachment - The security of the property of the municipality or local board
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Approved the recommendations in Confidential Attachment 1 to the report (April 14, 2016) from the Chief Executive Officer.
2. Directed that Confidential Attachment 1 to the report (April 14, 2016) from the Chief Executive Officer remain confidential as it involves the security of property belonging to the City or one of its agencies, boards, and commissions.
Decision Advice and Other Information
The Board of Directors of the Toronto Atmospheric Fund recessed its public meeting to meet in closed session to consider the item as it pertains to the security of the property of the municipality or local board.
Origin
Summary
Toronto Atmospheric Fund provided a Green Condo Loan to TAS Design/Build to finance energy efficiency measures in the M5V Tower during its construction which would make the building at least 25 percent more efficient than the Ontario Building Code. Loan payments are up to date and energy savings and GHG reductions are above projections. This report addresses a request from the M5V condominium corporation regarding the terms of the loan.
Background Information
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92212.pdf
Confidential Attachment 1
Motions
That the Board of Directors of the Toronto Atmospheric Fund recess its public meeting to meet in closed session to consider the item as it pertains to the security of the property of the municipality or local board.
TA8.9 - Minutes of the Grants and Programs Committee Meeting Held on April 6, 2016
- Decision Type:
- ACTION
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
Summary
Draft minutes of the Grants and Programs Committee meeting held on April 6, 2016 for approval.
Background Information
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92214.pdf
Motions
That the item be received for information.
TA8.10 - Grants and Programs Allocation Recommendations
- Decision Type:
- ACTION
- Status:
- Adopted
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Approved the following grant requests:
a. Up to $140,000 over two years to the University of Toronto to develop an accurate and up-to-date estimate of greenhouse gas (GHG) and air pollution emissions related to road transportation, with a view towards assessing the possible policy and program options for reducing these emissions.
b. Up to $30,000 over two years to the Toronto Region Board of Trade to support the consideration of greenhouse gas emissions and targets in the context of its Energy Working Group. The Committee's recommendation is subject to the following conditions:
- TRBOT's Energy Working Group include Board of Directors of the Toronto Atmospheric Fund as a member.
- Funding allocations be stage-gated to allow for Toronto Atmospheric Fund staff approval of a clear second-year workplan before funding for the second year is advanced.
c. Up to $244,715 over three years to the Toronto and Region Conservation Authority (TRCA) to evaluate up to four technologies which demonstrate a strong potential to reduce greenhouse gas emissions in Toronto. The Committee's recommendation is subject to the following condition:
- Toronto Atmospheric Fund staff approve each technology before TRCA proceeds with its evaluation.
d. Up to $23,325 over four months to the Pembina Institute to develop its strategy for reducing greenhouse gas emissions from the transportation sector.
2. Declined the following grant request:
a. Up to $49,870 over eight months to the Registered Nurses' Association of Ontario.
3. Approved the following internal allocation requests:
a. Up to $150,000 over one year to continue accelerating energy efficiency improvements in the built environment through demonstration projects, targeted technical research, and policy research, advocacy and implementation.
b. Up to $30,000 over seven months to further increase Toronto Atmospheric Fund's endowment through a targeted fundraising campaign focused on potential donors including, but not limited to, corporations, individuals and foundations.
4. Released up to $15,000 to cover the legal fees associated with the preparation of documents required to secure senior debt co-financing for energy retrofit projects. This is the final instalment of a previously approved request, Incubating an Energy Efficiency Financing Social Venture (TEEFCo Phase II).
5. Supported the Chief Executive Officer-approved internal project allocation of up to $10,000 over three months to undertake a scoping study on the greenhouse gas impacts of microtransit.
Origin
Summary
The Toronto Atmospheric Fund Grants and Programs Committee met on April 6, 2016, and recommended that the Board approve four grants with a combined value of up to $438,040 and two internal project allocations with a combined value of $180,000.
Background Information
https://www.toronto.ca/legdocs/mmis/2016/ta/bgrd/backgroundfile-92215.pdf
Motions
TA8.11 - Appointment of Officers
- Decision Type:
- ACTION
- Status:
- Amended
Board Decision
The Board of Directors of the Toronto Atmospheric Fund reappointed the following Officers of the Corporation to hold office at the pleasure of the Board, and until their successors are appointed:
Vice-Chair - Councillor Mike Layton
Secretary - Councillor Sarah Doucette
Treasurer - Rob Roberti
Summary
Resolution to be passed to appoint Officers.
Motions
That the Board of Directors of the Toronto Atmospheric Fund reappoint the following Officers of the Corporation to hold office at the pleasure of the Board, and until their successors are appointed:
Vice-Chair - Councillor Mike Layton
Secretary - Councillor Sarah Doucette
Treasurer - Rob Roberti
Procedural Motions
That the minutes of the Board of Directors of the Toronto Atmospheric Fund meeting held on February 11, 2016 be confirmed.
9:59 a.m. - That the Board of Directors of the Toronto Atmospheric Fund recess the Board meeting in order to hold its Annual General Meeting.
10:06 a.m. - That the Board of Directors of the Toronto Atmospheric Fund recess the Board meeting to complete its Annual General Meeting.
Also Present - Non-Members:
Julia Langer, Chief Executive Officer, Toronto Atmospheric Fund
Mary Pickering, Vice President, Programs and Partnerships, Toronto Atmospheric Fund
Richard Rysak, Director of Finance, Toronto Atmospheric Fund
Tim Stoate, Vice President, Impact Investing
Bryan Purcell, Director of Finance
Ian Klesmer, Grants Program Manager, Toronto Atmospheric Fund
Cliff Goldfarb, Solicitor, Gardiner Roberts LLP
Julie Leach, Communications Manager, Toronto Atmospheric Fund
Jaime Klein, Executive Coordinator, Toronto Atmospheric Fund
Aamar Siddiqui, Welch LLP, Auditor
Kathy Steffan, Partner, Welch LLP, Auditor
Vivian Chung, Policy Researcher, Toronto Atmospheric Fund
Fiona Murray, Director, Corporate Policy, City Manager's Office
Karen Jones, Senior Corporate Management Policy Consultant, City Manager's Office
Jonathan Morier, Coordinator, Toronto Atmospheric Fund
Meeting Sessions
| Session Date | Session Type | Start Time | End Time | Public or Closed Session |
|---|---|---|---|---|
| 2016-04-28 | Morning | 9:38 AM | 9:59 AM | Public |
| 2016-04-28 | Morning | 10:02 AM | 10:06 AM | Public |
| 2016-04-28 | Morning | 10:11 AM | 10:12 AM | Public |
| 2016-04-28 | Morning | 10:14 AM | 12:05 PM | Closed |
| 2016-04-28 | Morning | 12:06 PM | 12:19 PM | Public |
Attendance
| Date and Time | Quorum | Members |
|---|---|---|
| 2016-04-28 9:38 AM - 9:59 AM (Public Session) |
Present |
Present: Corey Diamond, Stephen Holyday, Jason Kotler, Mike Layton, Jacoline Loewen, Susan McLean, Sandra Odendahl (Chair), Gord Perks, Rob Roberti Not Present: Justin J. Di Ciano, Sarah Doucette, Ravi Seethapathy |
| 2016-04-28 10:02 AM - 10:06 AM (Public Session) |
Present |
Present: Corey Diamond, Stephen Holyday, Jason Kotler, Mike Layton, Jacoline Loewen, Susan McLean, Sandra Odendahl (Chair), Gord Perks, Rob Roberti Not Present: Justin J. Di Ciano, Sarah Doucette, Ravi Seethapathy |
| 2016-04-28 10:11 AM - 10:12 AM (Public Session) |
Present |
Present: Corey Diamond, Stephen Holyday, Jason Kotler, Mike Layton, Jacoline Loewen, Susan McLean, Sandra Odendahl (Chair), Gord Perks, Rob Roberti Not Present: Justin J. Di Ciano, Sarah Doucette, Ravi Seethapathy |
| 2016-04-28 10:14 AM - 12:05 PM (Closed Session) |
Present |
Present: Corey Diamond, Stephen Holyday, Jason Kotler, Mike Layton, Jacoline Loewen, Susan McLean, Sandra Odendahl (Chair), Gord Perks, Rob Roberti Not Present: Justin J. Di Ciano, Sarah Doucette, Ravi Seethapathy |
| 2016-04-28 12:06 PM - 12:19 PM (Public Session) |
Present |
Present: Corey Diamond, Stephen Holyday, Jason Kotler, Mike Layton, Jacoline Loewen, Susan McLean, Sandra Odendahl (Chair), Rob Roberti Not Present: Justin J. Di Ciano, Sarah Doucette, Gord Perks, Ravi Seethapathy |