Minutes Confirmed on November 5, 2021
Board of Directors of the Toronto Atmospheric Fund
- Meeting No.:
- 13
- Contact:
- Jennifer Lin, Committee Secretary
- Meeting Date:
- Friday, July 9, 2021
- Phone:
- 416-338-5089
- Start Time:
- 9:00 AM
- E-mail:
- tafboard@toronto.ca
- Location:
- Video Conference
- Chair:
- Parminder Sandhu
This meeting of the Board of Directors of the Toronto Atmospheric Fund was held by electronic means and the proceedings of the Board were conducted publicly.
These measures were necessary to comply with physical distancing requirements and as civic buildings were closed to the public.
TA13.1 - Chief Executive Officer's Report
- Decision Type:
- Information
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
Decision Advice and Other Information
The Chief Executive Officer gave an overview of the Chief Executive Officer's Report.
Origin
Summary
This report provides an update on Toronto Atmospheric Fund initiatives with regard to Governance and Organizational Matters and Strategic Programs.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168796.pdf
Motions
That the item be received for information.
TA13.2 - Presentation - TAF / TCHC Partnership to Accelerate Retrofits
- Decision Type:
- Presentation
- Status:
- Amended
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Directed that the Board Chair, on behalf of the Board of Directors of the Toronto Atmospheric Fund, to:
a. convey appreciation to Toronto Community Housing Corporation (TCHC) Board of Directors, Executive and staff for their leadership and commitment to reducing carbon emissions as an integral part of ensuring quality housing and vibrant communities in Toronto.
b. acknowledge and recognize the significant effort and investment that both organizations will be making to advance mutual objectives by working in partnership and building on many years of collaboration and lessons learned.
c. confirm that the Board looks forward to reviewing with Toronto Community Housing Corporation the progress of this important formal partnership over the coming months and years.
Decision Advice and Other Information
The Vice President, Policy and Programs, Toronto Atmospheric Fund, and the Vice President, Facilities Management, Toronto Community Housing Corporation gave a presentation on Toronto Atmospheric Fund and Toronto Community Housing Corporation - A Shared Vision.
Summary
The Atmospheric Fund (TAF) and Toronto Community Housing Corporation (TCHC) have worked together for many years on a range of retrofit projects to reduce energy and carbon and improve building condition and comfort. Representatives from TAF and TCHC will present the recently-signed Memorandum of Understanding between the two organizations to amplify collaborate on deep energy retrofits of TCHC's building portfolio to achieve mutual social, financial and environmental objectives.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-169206.pdf
Motions
That:
1. The Chair, on behalf of the Board of Directors of the Toronto Atmospheric Fund:
a. convey appreciation to Toronto Community Housing Corporation (TCHC) Board of Directors, Executive and staff for their leadership and commitment to reducing carbon emissions as an integral part of ensuring quality housing and vibrant communities in Toronto.
b. acknowledge and recognize the significant effort and investment that both organizations will be making to advance mutual objectives by working in partnership and building on many years of collaboration and lessons learned.
c. confirm that the Board looks forward to reviewing with TCHC the progress of this important formal partnership over the coming months and years.
TA13.3 - Presentation - Key Performance Indicators
- Decision Type:
- Presentation
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
Decision Advice and Other Information
The Director, Strategy and Grants, Toronto Atmospheric Fund gave a presentation on Low Carbon Cities Canada - Applying New Performance Metrics.
Summary
A refreshed set of performance indicators are being developed by Toronto Atmospheric Fund (TAF) and the wider Low Carbon Cities Canada (LC3) network, building on TAF's current Key Performance Indicators (KPIs). The presentation will outline the direction and rationale for new KPIs and explore their likely implications on TAF's work. Staff can respond to questions and are seeking the Board's input before finalizing the KPIs in September 2021.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-169207.pdf
Motions
That the item be received for information.
TA13.4 - Statement of Investment Objectives and Principles
- Decision Type:
- ACTION
- Status:
- Amended
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Approved the updated Statement of Investment Objectives and Principles (SIOP), substantially in the form presented in Attachment 1 to the report (June 24, 2021) from the Chief Executive Officer, Toronto Atmospheric Fund.
2. Directed Toronto Atmospheric Fund (TAF) staff to continue working with City staff to finalize the SIOP to both parties’ satisfaction, and to review the final SIOP with the Chair Parminder Sandhu and Director Kim Marshall, Chair of the Investment Committee, to their satisfaction prior to submission to City Council.
3. Requested, via the Chief Financial Officer and Treasurer, City Council approval of TAF’s Statement of Investment Objectives and Principles.
4. Established a Direct Investment Committee composed of at least four and no more than eight members, or such other number as the Board may fix by resolution from time to time. Quorum shall be a majority of the number of members. The Direct Investment Committee shall have the duties set out in terms of reference established by resolution of the Board from time to time.
5. Amended Toronto Atmospheric Fund By-law No. 1 by:
a. deleting "Loan Committee" in section 6.2;
b. deleting section 6.4 in its entirety; and
c. adding "Direct Investment Committee" to the list of standing committees in section 6.2.”
d. adding a new Section 6.4 describing the composition and duties of the Direct Investment Committee as set out in Part 4 above.
6. Requested, via the City Manager, City Council approval for the amendment of Toronto Atmospheric Fund By-Law #1 above.
7. Established the terms of reference of the Direct Investment Committee as follows:
The Direct Investment Committee shall have the following duties, among others, some of which were previously fulfilled by the Investment Committee:
a. considering applications for financing of Direct Investments as defined in the Statement of Investment Objectives and Principles including loans, debentures, mortgages, performance contract financing, purchase order financing, options, securities, and loan guarantees, but not including Grants;
b. recommending investments to the Board along with any terms and conditions that are relevant and may be necessary in keeping with prudent investing;
c. overseeing that the conditions of investment established by the Board are duly implemented before investments are advanced;
d. receiving and reviewing information about the performance of investments made by the Corporation;
e. advising the Board on the performance of investments against relevant benchmarks and their compliance with the investment policy
f. performing such other functions as the Board may assign to it from time to time.
Decision Advice and Other Information
The Chief Executive Officer, Toronto Atmospheric Fund gave a presentation on Statement of Investment Objectives and Principles (SIOP) Amendment Discussion Guide.
Origin
Summary
An update of Toronto Atmospheric Fund’s Statement of Investment Objectives and Principles (SIOP) is presented in substantively completed form for Board approval, to be finalized with the City of Toronto before seeking Council approval.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168772.pdf
Attachment - June 2021 Amended Statement of Investment Objectives and Principles
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168797.pdf
Presentation from the Chief Executive Officer, Toronto Atmospheric Fund on Statement of Investment Objectives and Principles (SIOP) Amendment Discussion Guide
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-169208.pdf
Motions
That the Board of Directors of the Toronto Atmospheric Fund:
1. Establish a Direct Investment Committee composed of at least four and no more than eight members, or such other number as the Board may fix by resolution from time to time. Quorum shall be a majority of the number of members. The Direct Investment Committee shall have the duties set out in terms of reference established by resolution of the Board from time to time.
2. Amend Toronto Atmospheric Fund By-law No. 1 by:
a. deleting "Loan Committee" in section 6.2;
b. deleting section 6.4 in its entirety; and
c. adding "Direct Investment Committee" to the list of standing committees in section 6.2.”
d. adding a new Section 6.4 describing the composition and duties of the Direct Investment Committee as set out in Part 1 above.
3. Request, via the City Manager, Council approval for the amendment of Toronto Atmospheric Fund By-law #1 above.
4. Establish the terms of reference of the Direct Investment Committee as follows:
The Direct Investment Committee shall have the following duties, among others, some of which were previously fulfilled by the Investment Committee:
a. considering applications for financing of Direct Investments as defined in the Statement of Investment Objectives & Principles including loans, debentures, mortgages, performance contract financing, purchase order financing, options, securities, and loan guarantees, but not including Grants;
b. recommending investments to the Board along with any terms and conditions that are relevant and may be necessary in keeping with prudent investing;
c. overseeing that the conditions of investment established by the Board are duly implemented before investments are advanced;
d. receiving and reviewing information about the performance of investments made by the Corporation;
e. advising the Board on the performance of investments against relevant benchmarks and their compliance with the investment policy
f. performing such other functions as the Board may assign to it from time to time.
That the recommendations in the report be approved, with recommendation 2 amended to read as follows:
"1. Approve the updated Statement of Investment Objectives and Principles, substantially in the form presented in Attachment 1.
2. Direct TAF staff to continue working with City staff to finalize the SIOP to both parties’ satisfaction, and to review the final SIOP with the Chair Parminder Sandhu and Director Kim Marshall, Chair of the Investment Committee, to their satisfaction prior to submission to City Council.
3. Request, via the Chief Financial Officer and Treasurer, City Council approval of TAF’s Statement of Investment Objectives and Principles."
4a - Establishing a Direct Investment Committee
Origin
Summary
The purpose of this report is to recommend that the Board establish a Direct Investment Committee and discontinue the Loans Committee.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-169186.pdf
TA13.5 - Unaudited Financial Reports for the First Quarter of 2021
- Decision Type:
- Information
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
Origin
Summary
The unaudited financial results for the first quarter of 2021 period are provided in Attachment 1.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168774.pdf
Attachment 1 - Quarterly Financial Statement of Revenues and Expenditures for the Period of March 31, 2021
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168798.pdf
Motions
That the item be received for information.
TA13.6 - Minutes from the Investment Committee Meeting Held March 22, 2021
- Decision Type:
- Information
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
Origin
Summary
Minutes from the Investment Committee meeting held on March 22, 2021.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168775.pdf
Motions
That the item be received for information.
TA13.7 - Minutes from the Investment Committee Meeting Held June 4, 2021
- Decision Type:
- Information
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
Origin
Summary
Minutes from the Investment Committee meeting held on June 4, 2021.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168800.pdf
Motions
That the item be received for information.
TA13.8 - Minutes from the Grants and Programs Committee Meeting Held June 18, 2021
- Decision Type:
- Information
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
Origin
Summary
Minutes from the Grants and Programs Committee meeting held on June 18, 2021.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168801.pdf
Motions
That the item be received for information.
TA13.9 - Grants and Program Allocation Recommendations
- Decision Type:
- ACTION
- Status:
- Adopted
Confidential Attachment - financial information supplied in confidence to the Toronto Atmospheric Fund, which, if disclosed, could reasonably be expected to prejudice significantly the competitive position or interfere significantly with the contractual or other negotiations of a person, group of persons, or organization.
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Approved the following grants to be funded jointly from the Canada, Ontario and Toronto endowments except where otherwise indicated:
a. $92,399 over 15 months to Future Majority to mobilize youth climate activists, organize public events and other campaign elements to support the passage of a strong Green Development Standard in Mississauga (funded from the Canada and Ontario endowments only).
b. $130,712 over 20 months to Ryerson University to develop a methodology for calculating the embodied carbon of building enclosure assemblies for Part 3 buildings and to create guidelines and reference tools to support design teams in meeting embodied carbon targets in municipal development standards.
2. Declined six grant requests with a total value of $822,603, as set out in Confidential Attachment 1 to the report (June 24, 2021) from the Grants Manager, Toronto Atmospheric Fund.
3. Approved the following project allocation to be funded jointly from the Canada, Ontario and City of Toronto endowments:
a. $100,000 over 12 months to Toronto Atmospheric Fund (TAF)’s Retrofit Accelerator team to support Toronto Community Housing in implementing their building portfolio decarbonization program. Funding will enable TAF to develop a deep retrofit planning tool, create an aggregated procurement strategy, and to pilot the use of artificial intelligence to optimize building performance.
4. Directed that the confidential information contained in Confidential Attachment 1 to the report (June 24, 2021) from the Grants Manager, Toronto Atmospheric Fund remain confidential in its entirety, as it contains financial information supplied in confidence to the Toronto Atmospheric Fund, which, if disclosed, could reasonably be expected to prejudice significantly the competitive position or interfere significantly with the contractual or other negotiations of a person, group of persons, or organization.
Origin
Summary
At its June 18, 2021 meeting, the Toronto Atmospheric Fund Grants and Programs Committee recommended that the Board approve two grants with a combined value of $223,111 and one internal program allocation with a total value of $100,000. This report provides recommendations and minutes from the Committee meeting.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168802.pdf
Confidential Attachment 1 - Summary of Declined Grant Requests
Motions
Vote (Adopt Item) Jul-09-2021
Result: Carried | Majority Required |
---|---|
Total members that voted Yes: 10 | Members that voted Yes are Graysanne Bedell, Antoine Belaieff, Brad Bradford, Shelley Carroll, Andrew Dooner, Mike Layton, Jacoline Loewen, Kimberly Marshall, Wayne Miranda, Parminder Sandhu (Chair) |
Total members that voted No: 0 | Members that voted No are |
Total members that were Absent: 1 | Members that were absent are Karim Bardeesy |
Declared Interests
Karim Bardeesy - I am (a) an employee of Ryerson University, which is being recommended for grant funding and (b) the executive director of the Ryerson Leadership Lab, which has a formal MOU and relationship with agreement with Future Majority; Future Majority is also being recommended for grant funding.
Written Declaration: https://secure.toronto.ca/council/declared-interest-file.do?id=9976
TA13.10 - Appointment to Toronto Atmospheric Fund's Investment Committee
- Decision Type:
- ACTION
- Status:
- Adopted
Board Decision
The Board of Directors of the Toronto Atmospheric Fund:
1. Appointed Jacoline Loewen to the Investment Committee.
Origin
Summary
An appointment to Toronto Atmospheric Fund's Investment Committee is recommended.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168825.pdf
Motions
TA13.11 - People and Operations Update
- Decision Type:
- ACTION
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
Origin
Summary
An update on Toronto Atmospheric Fund’s People and Operations activity is provided, drawing on content originally prepared for the Executive Compensation and Performance Review Committee in April 2021.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168804.pdf
Attachment 1 - Toronto Atmospheric Funds Organizational Chart
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-168776.pdf
Motions
That the item be received for information.
TA13.12 - Chair's Update
- Decision Type:
- Information
- Status:
- Received
Board Decision
The Board of Directors of the Toronto Atmospheric Fund received the item for information.
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 personal matters about identifiable individuals, and a plan to be applied to any negotiations carried on or to be carried on by or on behalf of the Board.
Origin
Summary
Chair, Board of Directors of the Toronto Atmospheric Fund will provide an update to the Board on several items, as follows:
- Executive succession planning
- Chief Execitve Officer performance review feedback
- Investment committee working group
These items will require a closed session discussion.
Background Information
https://www.toronto.ca/legdocs/mmis/2021/ta/bgrd/backgroundfile-169204.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:
- personal matters about identifiable individuals, and
- a plan to be applied to any negotiations carried on or to be carried on by or on behalf of the Board.
That the item be received for information.
Procedural Motions
That the minutes of the Board of Directors of the Toronto Atmospheric Fund meetings held on April 26, 2021 and June 4, 2021 be confirmed.
10:56 a.m. - That the Board of Directors of Toronto Atmospheric Fund recess its meeting until 11:05 a.m.
Announcements
The Chair acknowledged that the Board of Directors of the Toronto Atmospheric Fund was meeting on the traditional territory of many nations including the Mississaugas of the Credit, the Anishnabeg, the Chippewa, the Haudenosaunee and the Wendat peoples and is now home to many diverse First Nations, Inuit and Métis peoples. The Chair also acknowledged that Toronto is covered by Treaty 13 with the Mississaugas of the Credit.
The Chief Executive Officer, Toronto Atmospheric Fund and the Board Chair acknowledged and thanked outgoing Board members Jacoline Loewen and Karim Bardeesy for their support and contributions to the Board of Directors and its Committees.
The Directors of the Board of Directors of the Toronto Atmospheric Fund listed in the attendance for this meeting participated remotely and were counted for the purposes of quorum, as permitted by the Municipal Emergency Act, 2020 and the Board of Directors of the Toronto Atmospheric Fund By-law No. 1.
Also Present - Non-Members:
Julia Langer, Chief Executive Officer, Toronto Atmospheric Fund
Bryan Purcell, VP, Policy and Programs, Toronto Atmospheric Fund
Fatimar Crerar, VP, Strategy and Partnerships, Toronto Atmospheric Fund
Ian Klesmer, Director, Strategy and Grants, Toronto Atmospheric Fund
Rob Wotten, Director, Finance, Toronto Atmospheric Fund
Nicole Leite, Director, Impact Investing, Toronto Atmospheric Fund
Jaime Klein, People and Operations Manager, Toronto Atmospheric Fund
Ariel Sharir, Analyst, Impact Investing, Toronto Atmospheric Fund
Ryan O'Connor, Manager, Grants, Toronto Atmospheric Fund
Cliff Goldfarb, Lawyer, Gardiner Roberts LLP
Heather Keachie, Lawyer, Gardiner Roberts LLP
Scott Pasternack, Solicitor, Legal Services, City of Toronto
Rich Whate, Corporate Management Policy Consultant, City Manager's Office, City of Toronto
Allen Murray, VP, Facilities Management, Toronto Community Housing Corporation
Noah Slater, Director, Capital Planning, Design and Engineering, Toronto Community Housing Corporation
Boyd Dyer, Director, Smart Buildings Energy Management, Toronto Community Housing Corporation
Meeting Sessions
Session Date | Session Type | Start Time | End Time | Public or Closed Session |
---|---|---|---|---|
2021-07-09 | Morning | 9:04 AM | 10:56 AM | Public |
2021-07-09 | Morning | 11:10 AM | 11:45 AM | Public |
2021-07-09 | Morning | 11:48 AM | 12:08 PM | Closed |
2021-07-09 | Morning | 12:09 PM | 12:10 PM | Public |
Attendance
Date and Time | Quorum | Members |
---|---|---|
2021-07-09 9:04 AM - 10:56 AM (Public Session) |
Present |
Present: Karim Bardeesy, Graysanne Bedell, Antoine Belaieff, Brad Bradford, Shelley Carroll, Andrew Dooner, Mike Layton, Jacoline Loewen, Kimberly Marshall, Wayne Miranda, Parminder Sandhu (Chair) |
2021-07-09 11:10 AM - 11:45 AM (Public Session) |
Present |
Present: Karim Bardeesy, Graysanne Bedell, Antoine Belaieff, Shelley Carroll, Andrew Dooner, Jacoline Loewen, Kimberly Marshall, Parminder Sandhu (Chair) Not Present: Brad Bradford, Mike Layton, Wayne Miranda |
2021-07-09 11:48 AM - 12:08 PM (Closed Session) |
Present |
Present: Karim Bardeesy, Graysanne Bedell, Antoine Belaieff, Shelley Carroll, Andrew Dooner, Jacoline Loewen, Kimberly Marshall, Parminder Sandhu (Chair) Not Present: Brad Bradford, Mike Layton, Wayne Miranda |
2021-07-09 12:09 PM - 12:10 PM (Public Session) |
Present |
Present: Karim Bardeesy, Graysanne Bedell, Antoine Belaieff, Shelley Carroll, Andrew Dooner, Jacoline Loewen, Kimberly Marshall, Parminder Sandhu (Chair) Not Present: Brad Bradford, Mike Layton, Wayne Miranda |