SPECIAL RESOLUTION R1: Unified and Effective Governance of CHF Canada

SUBMITTED BY:

CHF Canada Ontario Council

CONTACT:

Harvey Cooper
Deputy Executive Director
313-720 Spadina Avenue
Toronto, ON M5S 2T9
Tel: (800) 268-2537, ext. 237
Email: hcooper@chfcanada.coop

This resolution is for the meeting of:

all CHF Canada members

Ontario Members

WE RESOLVE:

THAT the CHF Canada Board of Directors and Ontario Council reorganize into a single governance body at the close of the 2021 CHF Canada Annual General Meeting;
THAT CHF Canada amend By-Law No. 1 to reflect the composition of the new Board of Directors, as approved by the members in a Resolution at the 2019 Annual General Meeting:
16 seats, including 3 directors elected from the members in Ontario, 1 director elected from the members in British Columbia / Yukon, 1 director elected from the members in Alberta / Northwest Territories, 1 director elected from the members in Saskatchewan / Manitoba, 1 director elected from the members in Quebec / Nunavut, 1 director elected from the members in New Brunswick / Prince Edward Island, 1 director elected from the members in Nova Scotia / Newfoundland and Labrador, 1 director elected by the Indigenous Co-operative Housing Community members, and 6 directors elected from the members-at-large;
THAT CHF Canada repeal By-Law No. 2 and the Ontario Region Operating Rules, effective December 31, 2020;
THAT CHF Canada adopt a new policy under members’ authority respecting the Oversight of the National and Ontario Endowment Funds, effective January 1, 2021;
THAT the Board of Directors and Ontario Council dissolve at the close of the 2021 Annual General meeting;
THAT CHF Canada hold elections in 2021 to elect the new Board of Directors;

AND THAT the new Board of Directors take office at the close of the 2021 Annual General Meeting.

OUR REASONS FOR THIS RESOLUTION ARE:

The CHF Canada Board of Directors and Ontario Council created a joint committee to study and recommend improvements to CHF Canada’s governance structure.
The committee concluded that CHF Canada’s members would be more effectively served by combining the Board of Directors and the Ontario Council. The Board of Directors and the Ontario Council support the committee’s recommendation. This reorganization will increase the efficiency and effectiveness of CHF Canada’s governance, improve member representation, and free up resources to more effectively serve the needs of our members.
CHF Canada’s current governance structure was developed following the merger of CHF Canada with the Co-operative Housing Association of Ontario into a single organization in 1996. The Ontario Council was established to represent and serve the interests of the Ontario members of CHF Canada. The Board of Directors, the Ontario Council and CHF Canada members all agree these responsibilities can be more effectively served under a unified board of directors.
CHF Canada members adopted the resolution at the 2019 AGM in London. Ninety-three percent of Ontario Members, and ninety-six percent of National members supported the Resolution.
The Board of Directors and the Ontario Council are confident that the interests of CHF Canada’s members and Ontario members can be effectively served under this new structure, making By-Law No. 2 and the Ontario Region Operating Rules redundant.
In consultations, the Board of Directors and Ontario Council agreed that Ontario members should continue to have authority and oversight over the Ontario Endowment Fund. This is why both bodies recommend that members adopt a new policy on the Oversight of the National and Ontario Endowment Funds following the repeal of By-Law No. 2 and the Ontario Region Operating Rules.

ATtachmentS

Appendix A – Summary of Proposed by-law and policy changes
Appendix B – Revised By-Law No. 1 amended extracts
Appendix C – By-Law No. 1 amendment extracts showing proposed changes
Appendix D – By-Law No. 2 to be repealed
Appendix E – Ontario Region Operating Rules to be repealed
Appendix F – Proposed new CHF Canada policy on overview of the Endowment Fund
Appendix G – Copy of 2019 Governance Resolutions