NOTE: General meetings are usually held on the first Wednesday of the month. An extra open meeting was scheduled during the month of March to address material that required a timely response but was not covered in the earlier March meeting. The agenda posted on the calendar indicated that the meeting would cover three items, but more were added.

As is typical for GFPID meetings, Trustees and others often interrupt and talk over each other, and there are frequent side conversations, which sometimes makes it difficult to understand what is being said in the videos.

AGENDA

1. Hiring of Governance Lawyer
2. Bylaw 117
3. Code of Conduct
4. Elections and Firehall Open House
5. Election security - safe
6. Draft Indemnification Bylaw 116

QUESTION PERIOD

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GENERAL MEETING

The Chair calls the meeting to order and reads the land acknowledgement.

Trustee Bussler asks why the April meeting was moved from the 1^st to the 8^th without consulting the trustees. Chair Johnson says he has a conflict. Trustee Bussler says that there are provisions for replacing the chair if they are unable to attend a meeting.

CHAIR: Well, I have the option—and anybody that that is the chair, for however long they’re the chair, has that option to reset the meeting, and we have one today, so I don’t know if I—I don't see it, so let's move on.

Trustee Mercier asks if they will be meeting in-camera after the public session and is answered in the affirmative. There is some discussion and a procedural motion relating to the in-camera meeting.

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1. Hiring of Governance Lawyer

[video 2:50]

CHAIR: The motion is “that the corporate officer be authorized to send questions, bylaws, and policies for written guidance.”

CORPORATE OFFICER: I talked to a governance lawyer last week, and he sounded excellent, and he was completely willing to work on, to give us recommendations on any of our questions. So I would like authorization to be able to start sending in questions. We have a few here that we'd like to send. And then I would like to compile all the trustee questions into one document and send them to him next week, if possible, or the first batch, to start getting some guidance on issues. He's also willing, if we want, to come up [unclear].

TRUSTEE BUSSLER: So the motion that we passed in February was that we would solicit an opinion from a BC attorney with a designation of governance, on best practices for handling correspondence to public bodies and to obtain an estimate of retainer costs for further consultation. Do we have an estimate on retainer costs?

CORPORATE OFFICER: He doesn’t do retainer costs. So we don't have to pay him up front. If he does it, he's $450 an hour, he's the senior person, but [Trustee Moher interjects, unclear] some other ones—so $260 to $450 an hour, which is about half the cost of Stikeman Elliott [Ed: the law firm retained for the lawsuit].

TRUSTEE BUSSLER: Okay. And then the second part was around the handling of correspondence to public bodies. Did we address that?

CORPORATE OFFICER: We asked him, but he, like wanted to answer all the questions at once, and that question was a little broad. So when we were sending stuff around, like very specific things, because I asked him, “Does correspondence all have to be published?” And his exact phrasing was, “Oh my God, no.” So I would like him to be able—for us to ask more specific questions, so he can guide us better. It all sounded, in his opinion, that as little as possible related to items on the agenda and items for business.

TRUSTEE BUSSLER: We're looking for a written opinion here, right?

CORPORATE OFFICER:  Yes, but that would be one of the questions we ask him to like, get started. ’Cause I know there’s, like, so many questions.

TRUSTEE MERCIER: So the advantage of a retainer is that it gives a ballpark figure for how much we're going to spend, roughly. If he doesn’t want a retainer that's fine, but what I would like myself is for a dollar figure to be attached to this motion, so—and this isn’t the wording  of the amendment I’m suggesting, I’m just bringing the issue right now, but “the Corporate Officer be authorized to send questions, bylaws, and policies for written guidance and spend up to (some reasonable number) in doing so.”

CHAIR: Have we got a reasonable number?

[laughter]

TRUSTEE MERCIER: One million dollars!

[more laughter]

TRUSTEE MERCIER: I haven’t really given it any more thought, that I’ve given it in the time since I saw this motion five minutes ago.

TRUSTEE MOELLER:  I would just like to just see an estimate, maybe, and perhaps we need to compile our questions first. I mean, this is something we could probably do away with once we get more comfortable with this person. I understand what you're saying, but setting a hard limit is going to be tough unless you disclose that limit to the lawyer.

CORPORATE OFFICER: We can disclose the limit and then say, you know, let us know when we're getting close. And so prioritize, and then—

CHAIR: Can we say twenty grand?

TRUSTEE MERCIER: I would like a much lower number than that.

[multiple voices, unclear]

TRUSTEE MOHER:  What you're saying is, the limit is to be our limit? So that what we're doing is, we're setting ourselves a limit to go up to, and then, like any procurement amount that we’ve set within the framework of the firehall, once we're getting to that limit, we reassess and we look at what we're doing, and then increase it or expand the limit so it doesn't have to be sent to the lawyer to say, “Oh, we're only going to spend $10,000 or $5000 or whatever.” It's our internal control.

TRUSTEE MOELLER: I certainly wouldn’t want us to disclose the limit to the lawyers, because, you know, we might be thinking $5000 and he's thinking $1500 and he sees $5000, this is going to go up to $4500, and you never knew that there was $1500 on the table. That's that's my concern with that. So I think sending an estimate isn’t an unreasonable thing for a government body to ask for. As long as we have a list of questions, and then we’ll have an idea of how much it costs, at least, hopefully. And we can authorize an amount today, just not to disclose to him—

CORPORATE OFFICER: Yeah.

TRUSTEE MOELLER: —and then if the estimate comes in, we're thinking two grand, and it comes in at 20 grand, then we'll have to just wait to another meeting before we can—

CORPORATE OFFICER: Well, we will have topics coming up that are much bigger, like the establishment by law.

TRUSTEE MERCIER: So the process that I would like to see is, yeah, we authorize some limited [unclear]. We only have limited ability to keep [unclear]. We can assume that at a rate of $300 an hour, we're going to have more than five hours of legal research and opinion writing that's going to be involved. So if we say, for instance, that—if he's billing us on response by a response thing, or being chunked, or whatever. So if we authorize the Corporate Officers today to spend $3,000 as a figure, and then Marjorie takes the questions that we provided to you already, we prioritize those in chunks. So you know, review this bylaw or the correspondence thing, because we've resolved on that already. And then, you know, he can provide answers to as many of those as he's able, within that limit. And then you can come back to the board. And that gives him like, I think… Your concern is valid. And I think because of that, we should set the limit low, like below what we expect, so that—because I think the lawyer will be able to better give us, or give us a better estimate, once he has a chance both to see the questions and engage with them a little bit to gauge, you know, how much background information we have, what kind of documents or policies or whatever we have on hand, so that he knows how much of an opinion is sort of required. So I think a reasonable figure for that reason is low, lower than we expect to spend, with the understanding that what we're looking for is, you know, what we’re looking for is to spend as little as possible. If we give him a retainer, he might come back with, “well, I need a $2,000 retainer,” and that's just to make sure that we don't run him out of money, right, like they would still bill us monthly, and then in the end, balance of evidence retainer. So $20,000 would be an unreasonable figure. In my opinion, we are likely to spend some figure somewhere around there by the time all is said and done. But in terms of an initial inquiry, I'm thinking like, I would suggest $2500, because I would expect that that would be something in the neighborhood of the retainer he’d be asking if there were a retainer. I expect that Marjorie will come back to us at the next meeting, perhaps, which is very efficient, as soon as the April meeting, and be like, “Hey, here's $2,500 worth of lawyer opinions. He's going to need more money.”

CHAIR: Yeah, I think it's going to be more than $2500. I think, I think the really low number would be $5,000, but not tell the lawyer that’s what we’ve got budgeted.

TRUSTEE MOHER:  So if we could even amend the motion to indicate that the beginning amount would be $2500 but not to exceed $5000 before coming back to the board, that allows some work to get done before the April meeting, at which point we can reassess where we're at, and it doesn't truncate the work that she can get done for us that we've been sitting and waiting on. So that gives us a bit of a scale in terms of—

TRUSTEE MERCIER: Yeah, I just think that in terms of the motion, what we should authorize is the upper amount. Like we hope it’s $2500, but maybe it’ll come back at like “buy me three beers and we’re good.” [laughter] But if we authorize five grand—

TRUSTEE MOHER:  But I think if you go from 2500 to 5000, and she sends up all the work without—I mean, my understanding is it's like specialists, right? If I go to a realtor, a lawyer who does real estate, they know everything, and it takes them very little to figure stuff out. If I go to a litigant lawyer, they know a lot of things and it doesn't take them long. I'm assuming the governance lawyer does the same thing. We're not paying him to find answers, because he knows a lot of the answers or where to find them really fast. So it shortens the timeframe and the research time. And then the other stuff, he puts off to the assistants to do that, and they come in at a cheaper rate. So my sense is that I would hate for us to have set a low limit. She sends some questions that they actually look at and go, “Oh, interesting!” And then the bill comes back, and it's higher than what we had indicated. And then suddenly we're back to waiting for another meeting in order to get something else done [unclear]. So if we set a range of “try to keep it the 2500 but we can go up to 5000” and we've done that kind of thing before, and it's worked quite successfully.

TRUSTEE BUSSLER: So the priority, according to the last motion, was getting a written opinion regarding the best practices for having correspondence—when he [unclear] did he give any indication of what that would cost? Like, just a sense, you know, to give us some idea of what a product of work would cost us?

CORPORATE OFFICER: No, he didn’t really say. [unclear]

TRUSTEE MERCIER: I think part of the issue there might be, like, the vagueness of the question from his point of view. So back many months ago, when we were talking about correspondence, I had suggested that we solicit a lawyer to devise a rubric, or a decision tree, or something, to help us make a decision, because judging from Ms Colebrook’s report, the lawyer was fairly clear that, oh no, not all the correspondence needs to be published, which means that somewhere in his head is a process for deciding which correspondence needs to be published and which can be just [unclear]. So if we were to ask, “How can we determine what […] correspondence must be published and what should [unclear],” that's a more specific question that he could potentially answer that would still satisfy the intention, if not the specific wording, of that resolution. And I would think that, that because of that resolution, a question on correspondence would make it into the first tranche of questions.

CORPORATE OFFICER:  Yeah.

[multiple voices, unclear]

TRUSTEE CHORNEYKO: If we get more specific, what I would like to see is, when this all came up, there was a specific email that was excluded from correspond—from the meeting minutes, er, from the agenda package, because it was considered defamatory. I would like that—send that to him and see what his opinion is on that specific email.

CHAIR: I think that’s part of the whole package, I mean, the last meeting we had was, what was it, Wednesday? Was it Wednesday? [someone replies “yes.”] I mean, I got, I've got it right here in front of me, but I’m marking off questions. And there's at least 15 questions that we asked as a bunch so, and that can be one of them. We just, I think we just got to prioritize them to [unclear]. Because I think by the time everybody's satisfied with the answers they get from a governance lawyer, be it this person or anybody else, we will have spent some money, in excess of $10,000, I would imagine.

TRUSTEE CHORNEYKO: I think using specific examples is good, because there needs to be reasons for the decision that he makes. And then from that, we can take that and learn from it, so that we can help—

TRUSTEE MOHER: Yeah, there's one that I have in mind that I'd like to send along as well, that came in recently.

CHAIR: I think we all do.

TRUSTEE MOHER: So we have a few that we can send down, and give them a range of what's coming in, and he can have a look and give us—so that could be part of the scope of what you send in. So I agree. So can we amend that motion?

[multiple voices, unclear]

CORPORATE OFFICER: Peter Johnson, at SMS.

TRUSTEE BUSSLER: So we can specify that as well, [unclear]

CORPORATE OFFICER: Yes.

CHAIR: In Victoria, no?

CORPORATE OFFICER: I put Peter Johnson in, for my motion.

CHAIR: And from what I understand, I think it's already been said, I'll repeat it. He is willing [unclear] to come up here and sit with us, and, you know, face to face, rather than a Zoom meeting, which I think you get [unclear].

TRUSTEE MERCIER: Just because I have a computer in front of me, Trustee Bussler [unclear] He […] is the Ethics Commissioner of the City of Surrey. He's done development process for major […]  municipal acquisitions and contracts, real estate sales, interpretations and opinions concerning legislation affecting local governments, such as the Local Government Act, and the Community Charter, and the Environmental Management Act. So his expertise is squarely in line with what the board had decided.

CORPORATE OFFICER: And I specifically asked if he’d worked with improvement districts.

TRUSTEE MERCIER: And he has?

CORPORATE OFFICER: And he has.

CHAIR: Actually, I wish, if I could, I'd like to point out that—I mean, we're doing these questions one at a time, the lawyers that that we have, Cheryl Rae and Kris Noonan, of Stikeman Elliott, expensive, they’re a big law firm. This guy is like, half the price. I mean, you get what you pay for. But we're at the point, I feel, having talked to these folks, they're kind of like, yeah, well, we actually were told by Cheryl Rae that “you really need to get a governance lawyer,” you know. So instead of sending letters to them, every time we do it, it cost us 800 bucks. So…

TRUSTEE MOHER: [to Trustee Mercier] Can we use your motion rather than this motion?

[multiple voices]

TRUSTEE MERCIER: So the motion that I would make—and I just want to clarify that I wasn't doubting the correctness of your selection of the lawyer, we just didn't know who it was. So I will make the motion “that the Corporate Officer be authorized to send questions, bylaws and policies, for written guidance, to Peter Johnson at SMS, and an initial expenditure of up to $5,000 be authorized toward this end.” [seconded by Trustee Moher]

CHAIR: Any discussion?

TRUSTEE CHORNEYKO: The trustees will get this written guidance, will they?

[multiple voices “yes.”]

TRUSTEE MERCIER: If you’ll recall we passed a motion at the last regular general meeting that any correspondence from legal counsel to any trustee be distributed to all trustees.

TRUSTEE CHORNEYKO: Okay.

CHAIR: Is that, you’re good? hands in the air, the affirmative.

MOTION CARRIED (unanimous):

THAT the Corporate Officer be authorized to send questions, bylaws and policies, for written guidance, to Peter Johnson at SMS, and an initial expenditure of up to $5,000 be authorized toward this end.

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Bylaw 117

[video 20:20]

CHAIR: Okay, so the motion in front of me, here in front of us, is “that working groups be included in Bylaw 117, meeting procedures.”

TRUSTEE MERCIER: Are you making that motion, or just reading it out?

CHAIR: Just reading it out.

TRUSTEE MOHER: Well, I will make the motion. This came up during a couple of our policy meetings, while we're working through this one. And it was something that had been recommended to us. It was also something that, the Ombudsperson’s recommendations are that all boards and all trustee working boards have in them the ability to have working groups. And I think that is becoming a standard procedure, and it's becoming best practice. And I would like to see it in our [unclear] bylaw. And since I know we've often quoted that we should be following and taking more from the Ombudsperson, I think that it's only logical that we put having working group meetings in there. And I think what we can do as well as have it—once we do that, it would go to the lawyer, it would be one of the bylaws that’s going to the lawyer for review, and that's the next motion. And if that fails here, then my recommendation would be that the lawyer make that recommendation as well. It's not been seconded yet, so... We have to have a second before we can discuss. [seconded]

TRUSTEE CHORNEYKO: Where has the ombudsman recommended this?

TRUSTEE MOHER: That's—and I think, I think Oliver has it open right in front of him.

TRUSTEE BUSSLER: Yeah. In fact, they say the opposite. They don't recommend it.

TRUSTEE MOHER: That’s not what I saw.

TRUSTEE BUSSLER: So what I'm looking at here—and I'm happy to share with you—this is the January 2026, copy of the Open Meetings Best Practices Guide from from the Ombudsperson of British Columbia. And it speaks to Open Meetings. And there's it makes no reference to these working group sessions that you're proposing. It actually it goes out of its way to talk about the importance of making sure that all meetings are public, accessible to the public, and it does not speak to working sessions. So I'm strongly opposed—

TRUSTEE MOHER: Yeah, I know that, I understand that, but I do know that—

TRUSTEE BUSSLER: —so, strongly opposed, and we had agreed at the Policy Committee meeting, we actually had a vote on striking it rather than bringing it forward as a recommendation. So that was a motion that I know that trustee Mercier and I put forward, and it passed, that we would be striking working group sessions from the draft.

 

TRUSTEE MOHER: So unfortunately, we can't go back and check that, because I don't think the meeting was taped properly. So we can't go—

TRUSTEE MERCIER: I am certain that the motion I made was to strike all language relating to working meetings, working groups, from Bylaw 117. The meeting was very recent and I’m confident that the motion I made was to strike the material.

TRUSTEE MOHER: But I don't remember it being voted on or passed that it would be struck, because we talked about it coming back to this, that it would come to the board to be discussed as to whether it would become part of the motion.

TRUSTEE MERCIER: The motion that was made was to bring the issue of it being struck to the board.

TRUSTEE MOHER: To the board. Yes.

TRUSTEE MERCIER: But the motion that’s been made is that it be included—be that as it may, I'm willing to debate the motion on the floor. I acknowledge that it’s on the floor and would like to speak to it.

TRUSTEE MOHER: I do remember being shown something from the Ombudsman showing that they recommend highly that there are working sessions. If this is going to be a bone of contention, then I would recommend that it go to the lawyer as part of the bylaw review, and have input from the governance lawyer as to whether or not that is a feasible thing to have.

TRUSTEE MOELLER: I’m sort of a little bit out of the loop. Can you just give a bit of background, I’m not really sure what you’re…

TRUSTEE MOHER: This is the revision of Bylaw 97.

TRUSTEE MOELLER: Yeah, I know what you mean there, what do you mean by a meeting session?

TRUSTEE MOHER: A working session is when we literally get together and start just looking at language or words or whatever, and you don't just—It's dirty work. Instead of meeting and having, we're going over what has been done. It's the kind of thing that would happen if you had staff doing some of the stuff, that—

CORPORATE OFFICER: There are severe restrictions on it.

TRUSTEE MOHER: Yeah, what you can do, and how you can do it, and then it has to come back to the committee or the board, and then the rest of that’s hashed out in public.

TRUSTEE MERCIER: So for the benefit of Trustee Moeller, the language that's being considered in the draft bylaw… Workshop sessions or working groups, the terms are used somewhat interchangeably, I’m reading from the Definitions section of the draft bylaw now, “Workshop sessions refers to an unofficial gathering that may or may not include trustees, employees and/or volunteers, attending for the sole purpose of training, planning, briefings and informal discussions. There are no resolutions or decision-making processes made in these sessions.”

And with reference to the document from the office of the Ombudsperson, the language in that document that concerns meetings of this sort is when they're talking about what does and does not constitute a meeting, because a meeting of fewer than a quorum of Trustees is not a meeting of the board. So it's not in that circumstance a meeting. A meeting held where there is a one-way briefing from staff to trustees, and no business conducted, may not be a meeting. This—the language in this draft bylaw, to me, is very confusing, because it seems to attempt to make these workshop sessions, to formalize them, in a way that is inappropriate, because they are not meetings. They are where meetings might happen [unclear]. The issue with formalizing this kind of thing, in my opinion, is that it formalizes the sort of unequal access to staff and resources we have now, where some staff are able to come and go freely from the hall, interact with staff, give, to some extent, direction to staff outside of the formal direction offered by the board. It also seems to me to attempt to move a great deal of useful public deliberation, of the kind that we're having now, into a private sphere.

In my opinion, the sort of dirty work to which Trustee Moher refers, where things are hashed out in detail, where contentious issues are deliberated, is exactly the sort of work that should go on in committees. Committee meetings, as we all know, are public meetings. The default rule for meetings and business of public bodies in British Columbia, under the Freedom of Information and Protection and Privacy Act, is that all public business is is done in public, unless there is a specific reason for closing the meeting, and those specific reasons are spelled out in various legislation. In the governing legislation we have currently, which is Bylaw 97, those are, like, real estate, legal and personnel issues. The bylaw that we're looking at replacing that with draws on the Community Charter to provide an expanded and more detailed list, which is very useful, in my opinion, respecting when and under what conditions meetings can be closed.

I agree with Trustee Bussler that the Open Meeting standards from the office of the Ombudsperson, in fact, very strongly discourages this sort of attempt to take public work, public business, public deliberation, and move it out of the sight of the public, because all of this public business concerns the monies and resources of the public. The landowners, in my opinion, must have maximum opportunity to observe the work of the Board in making decisions about the disposition of its resources, the levying of taxes and the implementation of policy. I think that that's very important. I would advocate myself for the position that this kind of process, that deliberately moves material into essentially secret, unreported meetings from which the public is barred, is a betrayal of our obligation to the public. I would expect, at this point, that it will become a significant issue in the upcoming election.

And I also think as my closing point, that it really strongly confuses the correct authority of the board with relation to staff, and clear lines of authority and distinction between the board and staff, how instructions are given, how things are justified, and is called out in both the Governance Report and the Brownlee Report, and what it does is, allows for the transmission of opinion about what should be done, informally, interpersonally, strongly influenced by interpersonal relationships of the kind that could give rise to a reasonable apprehension of bias, and really damages the effectiveness of the board in maintaining the public trust. I will not be voting in any way in favor of any bylaw or resolution that moves public matters into the private sector.

TRUSTEE MOHER: Thank you for your input on that, and I appreciate your comments. I do find it interesting that you reference the Brownlee Report, because one of the things that he said to us when we were in the meeting with him, was that, he said “the best practice that a trustee board can ever have is that you fight in private and you come out united in front of people with the information that you can bring to them,” and have those discussion in front, because nothing starts to erode the trust of the public in the board that's running a group or a company, then watching people fight in front of everybody. Somebody said the other day, “you need to start trusting each other,” and if, if if we can't get together…

And what I mean by dirty work is different than what maybe you're thinking. Sometimes when you're sitting and you're going through and you're looking for typos and you're looking for mistakes and you're looking for something that's left out. And you know this is going to be time consuming and tedious, and where's, what money, what did I forget? What did I forget to say? And how did I say something? is what I call dirty work. It's the stuff that that you have to get down, and it's boring, and it's tedious, and it's a waste of other people's times. When you finish it, you bring the document, you go back to committee with it, and then the committee sits down and starts going through it and discussing everything. And that's where the public input comes in. So what I have—I think you and I have to agree to disagree on is what the intent of those meetings are, and this constant perception that if something is done in a way that's secret, then nobody's trying to keep anything secret. Nobody's ever tried to keep anything secret, and I'm going to continue to say that. So let's put this to a vote, unless somebody else has something to say about it.

TRUSTEE MERCIER: I have something to say, and—Trustee Moher, you are not the chair of this meeting.

TRUSTEE MOHER: No, but it was my motion, so I spoke again on my motion.

CHAIR: In that case I’ll speak then, next. I was new to the whole governnance thing when I was elected. And one of the things that was quite interesting is that when we were doing the long range planning. And we sat here as a group, and there was people who were not on the board, who were involved in that. We had it onscreen, and I had written the forward. Basically, that's what the job I got was, write the forward. And we went through it word by word. Everybody changed this and changed that and changed that. And that's the sort of thing that I think, that—I don't know if the public has to know that, we had to bring all that material before the public, and we did it on numerous times. We had all manner of input. We gave the public all manner of chances to do input on the long range plan. And I think that's brilliant. I thought it was a little over the top, but this is the kind of meetings that we're talking about. Talking about like a working session, a working session, where it's just, I mean, it's just plain boring. There's no decisions being made, there's no resolutions being made. You're not voting on anything. You're discussing stuff. You know, it's very, very informal. And I don't think at any point we said, “No, you can't come in here” to the public.

TRUSTEE MERCIER: It's interesting that you raise the Long Range Planning Committee, because those meetings were actually recorded, and minuted. They weren't released to the public. I have them through a Freedom of Information Act request. And so I know that those meetings were recorded. They were—the public was not informed of them, nor was the public welcome. But at least on those occasions, the work of the Board in preparing that long range plan is extensively documented by former Trustee Wells, who was the chair of that committee. So those meetings that, the exact meetings that you're speaking of, were—that was the business of the board being done by the board. The tedious work of the board is exactly the work that needs to be done in public. If the board is doing work, if the board is shaping policy, if the board is directing strategy, if the board is hammering out between disagreeing points of view, how public resources should be dispersed or applied, then I believe that that work needs to be done in public.

With respect of meetings being kept secret, it was the customary practice of the board for a number of years, at least, to not announce or disclose its committee meetings. The only way that anyone is aware of any of that material is through material that I've published, that I obtained through Freedom of Information Act requests. I personally have—I found out on one occasion about a working group session that was organized by a former configuration of the board. Once I found out, I requested to attend that working group session. I was denied the opportunity to attend that working group session. I was explicitly told that it was a working group session, and therefore I would not, as a member of the public, be welcome. And I believe that to be both procedurally wrong and—that is, in my opinion, keeping something secret. If you meet to do work, the work the public, on the public's behalf, and you don’t tell anyone that you're doing it, and you don't write down what work is being done, then we have situations as we have with this language about working groups itself. Now that language seems to have come from trustee Moher, working in concert—

TRUSTEE MOHER: No.

TRUSTEE MERCIER: —Well, it was presented to us at the policy committee. “Here is the proposed revision of Bylaw 97, here's draft by law 117,” and it has all this language about working groups in it, and no one has—it is not recorded in the minutes of any committee meeting that that was suggested. It's not recorded how this bylaw was was drawn up, and the only person who has any information about where this working group stuff came from, why it's in there, seems to be Trustee Moher. Trustee Moeller didn't have any knowledge about it, he specifically requested that it be clarified to you. Trustee Chorneyko—Trustee Bussler’s on the committee with me and Trustee Appel.

TRUSTEE APPEL: I’m not on the committee. [Ed: the website show the committee chair as Moher and committee members as Johnson, Bussler, and Mercier.]

TRUSTEE MERCIER: So we have instances like this, where policy is shaped and developed and delivered in sort of a prefab form for consideration to committee, and then we do this important work in public where we can—and I would consider this fighting. Clearly, for instance, trustee Moher and I disagree on this matter, probably fairly strongly, but a civil and reasoned working out of those issues in the eye of the public, on the record, is our duty.

TRUSTEE MOHER: It was mentioned at least four or five times where that draft came from, and it came from our previous Corporate Officer—

TRUSTEE MERCIER: That was draft 98.

TRUSTEE MOHER: Wasn't it this one? Yeah, it was this one. We mentioned it three or four times, at least, that it was, it was developed by the previous Corporate Officer. It was on deck to be brought up. It was then brought up by the new Corporate Officer, and that's why it landed on the desk. I have nothing to do with it, any more than anybody else here. So I want people to know that those kinds of comments towards me are not useful or effective and are untrue. So please stop doing it. I really appreciate that. I would appreciate that, and I would ask, unless there's another comment towards it, if the chair could call the vote.

[Trustees Appel and Chorneyko indicate that they have questions.]

TRUSTEE CHORNEYKO:  I just frame this in reputational risk. You know, prior to being on the board… it's my opinion that this organization has a reputation of secrecy in the community, and maybe not everybody in the community, but there's certainly a segment of the community that thinks that this is run a bit like a secret society. And so I'm worried about the reputational risk of this organization, and I think that erring on the side of openness would be very beneficial going forward, so I'm not going to support this.

CHAIR: Okay, I'd like to make a comment here.

TRUSTEE MOHER: Ray has…

CHAIR: Ray?

TRUSTEE APPEL: I guess I'm sort of sitting here a little bit bewildered, just because [unclear].  I need to know—I mean, I like to see things in writing. I kind of figure out— what is a working group? What are the definitions of that? What does that mean? Because before I can vote on this, personally I need some more clarification. I am interested in the next bylaw, about perhaps bringing this forward to the lawyer, I guess. But I mean, we do have the Ombudsman documents, and things that say what a meeting is and what it isn't. I mean, I personally think the committee meetings we’ve had have been really good, they’ve been public and they’ve been fantastic. I know nobody's saying it isn't, but I'm just struggling with putting my hand up for this, and then finding out later that “working groups” has a view in one person's mind and not someone else's. So, yeah, so I'm struggling with this right now, and…

CHAIR: I'd like to see this go to the lawyer before it gets finalized one way or the other.

TRUSTEE APPEL: That’s where I’m heading.

CHAIR: Is it possible to table this until we do get some feedback from this governance lawyer? Is that possible?

CORPORATE OFFICER: Well, the next motion is to send it to the governance lawyer. This motion is, is it going to be included in the version that’s sent to the governance lawyer or not?

CHAIR: I would say yes… so, a motion to send this through the governor lawyer?

TRUSTEE MERCIER: There's a motion on the floor now that's been made and seconded that’s the motion from the order paper, is that correct? My understanding is trustee Moher has made the motion that working groups be included in Bylaw 117, and that trustee Moeller has seconded that, and so it’s on the floor.

RETURNING OFFICER: Yes.

TRUSTEE MERCIER: So to clarify, a vote in the affirmative for the motion that’s on the floor would be, “yes, they are included,” and a vote in the negative would be, “no, they are not included” instead. So based on a call for the negative and the affirmative…

CHAIR: So we understand each other, all of us, so a vote in the affirmative is, what you're saying is this will will go to the lawyer.

TRUSTEE MERCIER: There’s two separate motions. The motion that we're considering now is the contents of Bylaw 117, whether it includes working groups. The next motion on the order paper is that whatever we decide to include at the conclusion of this motion be sent to the lawyer. And then I believe that trustee Moher, if I understood your words correctly, wishes, even if we decline to include this language, a question be sent to the lawyer about the correctness of its potential inclusion. Is that correct?

TRUSTEE MOHER: That is correct. Or we can go two ways. We can table this motion and just have the bylaw sent with that flag for consideration, and then the bylaw comes back with his recommendation of yea or nay, and then it's just, it's just removed if he says nay, and it's brought up for discussion again if he says yea.

CHAIR: So I'd like to see this tabled until such time as we can get an opinion from this new governance lawyer.

TRUSTEE MERCIER: If you're making a motion to table, the question that’s on the floor, until we have a lawyer?

CHAIR: Yeah.

TRUSTEE MERCIER: I will second that motion, and now we can move on to the next question.

TRUSTEE MOHER: And I agree with that.

CHAIR: Any discussion?

TRUSTEE MOELLER: I'd like to see a definition of like, what Ray said, of working group?

TRUSTEE MERCIER: Can I read it out?

[multiple voices, unclear]

TRUSTEE MERCIER: So the draft bylaw in its current form, defines “working groups” or “workshop sessions”— I think the language into the draft bylaw is “workshop sessions”. But my understanding is that a “workshop session” and a “working group” are functionally the same thing. The bylaw says “workshop sessions”, so I want to make sure that when I read the bylaw there's not some other thing that I’m...

[Ed: it is not always clear what is being directly quoted; because the draft bylaw is not public, this is our best guess.]

So “Notice of workshop sessions.” Well, I guess first, “workshop sessions are not open to the public nor posted. The language here is in accordance with the Ombudsperson of British Columbia, a workshop session is an unofficial gathering that may or may not have Trustees, employees, and/or volunteers attend for the sole purpose of training, planning, briefings and unofficial discussions. There are no resolutions or decision-making processes made in these sessions.” Clause (a), “there is no quorum of the board.” Clause (b), “there are no minutes taken.” Clause (c), “the gathering takes place in a location not under the control of the board of trustees.” Clause (d), “it is not a regularly scheduled event, nor does it follow any formal procedures.” And clause (e), “no voting occurs and/or those in attendance are gathered strictly to receive information or to receive or provide training.”

That's the language in the [unclear]. There's further language that notes that working sessions will be called as necessary. Let me just find the correct language… “Working sessions, meetings of the board may be held as required.” It says here, and… workshop workshop sessions…[muttering] Okay, so that's all the material that's in there.

And even if—you can tell me to stop talking, but I just want to point out that even if this language is included, it's probably going to need some tweaking, because it talks here about the gathering taking place in a location not under the control of the board of trustees. So if the board meets here, it's a meeting. But what this allows is, you know, two members of the board and staff to meet someplace else, and for staff to receive direction from the board, or for the board to receive that, those couple of people, to receive a briefing from staff that's not recorded or shared with the other trustees.

TRUSTEE MOELLER: I understand what you're saying. I, on principle, think that it's probably not in line with what Oliver is presenting from the Ombudsperson. But I will say there is like, there's a requirement to have something. Maybe it's better if it's informal. Like, for example, I met with the Corporate Officer last week to discuss some issues with our email server system and so forth. Like, how do we deal with that? I don't want to hold a public meeting because there’s a credit card been declined on our email server like, what are you supposed to do?

TRUSTEE MERCIER: May I reply to that question? In that, on that occasion, no, that one trustee interacting with staff is not, is not a thing. But, I mean, I would think it fruitful that either yourself or the Corporate Officer made note of the fact that you, as a trustee needed to come in and do what's essentially staff work so that we can make sure that our staff have the training and like, access credentials and whatever, to do that work without involving the board. If there's the necessity for a board member to, you know, authorize transactions or deal with a financial thing or whatever, if is a second signature is needed, that should also be formalized, because one of the things that this workshop sessions business entrenches is the situation we have now, where one trustee signs all the cheques and doesn't report to the board.

TRUSTEE MOELLER: Well, I mean, I can think of a million examples for which you would need to meet kind of informally, but—

TRUSTEE MERCIER: I don't come to the firehall, so please provide me with some.

TRUSTEE MOELLER: Well, when I was the Chair of the Finance Committee, for example, sometimes they'd be like, preparing spreadsheets and stuff, and they asked me to come and take a look at it and see if they're going the right direction. This is kind of, you know, our finance picture isn’t even… quite as, up to snuff, a few years ago, it was lacking a little bit. So I’d come in and give some guidance. You know, we need to talk. Do I need a whole formal meeting and haul the computer here every time I come in the hall… is that—

TRUSTEE MERCIER: Well, if that was being dealt with through—I mean, is that something that you’ve run into?

TRUSTEE CHORNEYKO: We do that in finance committee meetings now.

TRUSTEE MERCIER:  Which are recorded and available to the public,

TRUSTEE MOELLER: Okay… so there's no opportunity for a trustee to ever come meet with staff outside—

TRUSTEE MERCIER: No no, of course there is. That just doesn't constitute a meeting and need not be—

TRUSTEE MOELLER: Well, I mean, under that definition, that does sort of, you know that, if, that's too broad, I think, but

[overlapping voices]

TRUSTEE CHORNEYKO: I only come here for meetings. I don't interact with staff for any other reason than meetings.

TRUSTEE MOELLER: Well, I've had a need to in the past schedule a full meeting to correct the credit card issue, for example, is that a problem?

TRUSTEE MERCIER: Why would a trustee need to—this is legit confusion, why would a trustee be needed to deal with a credit card issue?

TRUSTEE MOELLER: Because I set the system up. And there's like a training gap and so forth. But, you know, maybe going forward those issues won’t be a problem.

TRUSTEE CHORNEYKO: That needs to get transferred to staff.

TRUSTEE MOELLER: And that was part of the meeting. That was basically what I came in for.

[multiple voices, unclear]

TRUSTEE MERCIER: But what if you were hit by a bus, heaven forfend? The board wouldn’t know that you had that information, that that [unclear] existed, that that work was being done. How would—like, there's no sharing of information, there's no transfer of information. How would we react to sudden and unexpected tragedy, throwing a giant gap in our ability to handle [unclear] events

TRUSTEE MOELLER: Well, after initial cheering about it, [laughing] I assume you would start to question the Corporate Officer.

TRUSTEE MERCIER: I wish you only the best!

TRUSTEE MOELLER: I mean, someone would have to fill in the gap. Yeah, absolutely on that front. And that's, that's kind of why the meeting was taking place. That's just one example. I'm just saying it's gonna come up, or somebody's gonna have to come in and deal with staff on some issue. And seems like there's no—

TRUSTEE MERCIER: And I mean, dealing with a credit card issue is like a quotidian business interaction. It's not an execution of the business of the board. Directing staff to undertake the drafting of a policy, or work on the revision of a bylaw, or document allocation of staff resources in that way—that is a decision of the board, and should be made by trustees coming informally into the office and having informal conversations with staff. The direction for the work of staff should be set by the board at meetings, and then staff should have the autonomy to take that direction and carry it out without the board being all, “well, I'm sitting here and have opinions about how and what you do that, or whether or not you should do that, or, well, yes, the board said this, that's the resolution they passed, but you can do or not do that, or not take that into account, or whatever, because of my opinion,” these are all things that we know happen. So one of the risks of formalizing this kind of non-meeting meeting, workshop session, whatever, is that it really muddies the water with the interactions between the board and the staff. And the issue of, the board has to act by collective decision and not based on the acts or opinions of particular trustees, is one that has been raised a number of times. And we should be, in my opinion, working to minimize or eliminate that, rather than cultivating the existing customary situation where that sort of arrangement thrives.

CHAIR: I think we're wandering off into the woods here a little bit.

AUDIENCE MEMBER: I think you're getting to the crux of it.

CHAIR: Excuse me, we're wandering off into the woods here. And what, what needs to be said here is that you were discussing something involving—one of the words that stuck out for me—planning, is what you're talking about with it. With a working session, right? You have language there that [unclear because of a side conversation with the Corporate Officer]. That particular kind of thing is legal, as long as decisions are not made, people aren’t [unclear] stuff. Am I right on that? And outside of here the situation is not controlled by, by—

TRUSTEE MOHER: It's been a really interesting conversation, but we have tabled that motion.

TRUSTEE MERCIER: Did we vote to table that motion?

[multiple voices, unclear]

TRUSTEE MOHER: We have tabled—.

CORPORATE OFFICER: No, we actually haven’t—

TRUSTEE MERCIER: A motion to table is a motion. So, and—I want to work out the procedural stuff with you, if you want me to shut up and continue talking, I’m happy to do that.

TRUSTEE MOHER: I'd like to vote on the tabled motion so we can move on, because we do have a guest waiting to speak on [unclear].

TRUSTEE MERCIER: So we had a motion on the floor that working groups be included in Bylaw 117, and—

TRUSTEE MOHER: It’s my understanding that—

TRUSTEE MERCIER: —there’s been a motion to table that motion.

TRUSTEE MOHER: Which overtakes…

TRUSTEE MERCIER: Yeah, “until we receive legal advice,” so it's a move to table to a particular time. Which is different than—

[multiple voices, unclear]

Table motion until…

TRUSTEE MOHER: Next meeting.

[multiple voices, unclear]

TRUSTEE MERCIER: Okay, great, so now we need to vote on that motion.

CHAIR: Hands in the air in the affirmative, for tabling it. Carried.

TRUSTEE MERCIER: Were there opposed?

TRUSTEE BUSSLER: We should take the opposed as well, so you have to call for the opposed—

CHAIR: Okay, opposed? [Trustee Bussler and Chorneyko vote opposed.]

MOTION TO TABLE CARRIED:

To table the motion to include working groups until we receive legal advice.

TRUSTEE MERCIER: Okay, that's a majority [unclear] until legal advice.

CHAIR: I was shocked, I was shocked.

TRUSTEE MERCIER: So then out of that came a further motion. So there's a motion on the order paper, which I will make, with a second clause. So I will propose the motion “that bylaw 117” or I'm going to call it draft by law 117, “that draft bylaw 117, meeting procedures, be sent to the lawyer for review, and that the question of working groups and/or workshops be flagged for opinion.”

CHAIR: Hands in the air for the affirmative? Carried.

[discussion about who seconded the motion]

MOTION CARRIED (unanimous):

THAT draft bylaw 117, meeting procedures, be sent to the lawyer for review, and that the question of working groups and/or workshops be flagged for opinion.

---

Code of Conduct

[video 0:56:45]

CHAIR: Okay, we have a motion here, and I’m not making the motion, just reading it out, a motion “that the Code of Conduct be sent to the lawyer for review, requesting guidance on conflicts of interest and apprehension of bias.” Someone want to make that motion?

TRUSTEE MOHER: I'm okay to make it, because it came up again at our policy committee meeting, and it was the discussion we had that this stuff should go to the lawyer and see what they have to say, and we would follow the advice when it comes back.

TRUSTEE MERCIER: I will both second that motion and request to speak [unclear].

So the issues that came up at committee, as I recall and understand them, are that there remains some questions about the correct/useful definition of conflict of interest, whether that should be expanded or could be expanded beyond our current definition, which is “the direct or direct pecuniary interest” to include other factors. And then there was some conversation about the inclusion of language around apprehension of bias. Which is, like, not just the casual interpetation of those words, as “I perceive this to be biased”, but is a legal test for whether or not the duty of impartiality has been fulfilled. And because it's a technical legal term, and none of us are technical legal people, the feeling on the committee was that we should get guidance from a lawyer for [unclear] potentially complicated legal ideas. Giving rise to this motion.

CHAIR: So we're going to send that to the lawyer. Any more discussion? Hands in the air for the affirmative.

MOTION CARRIED (unanimous):

THAT the Code of Conduct be sent to the lawyer for review, requesting guidance on conflicts of interest and apprehension of bias.

TRUSTEE CHORNEYKO: I’ve got a motion that I would like to make, arising from the discussion that we’ve had along here.

TRUSTEE MOHER: It was…

CHAIR: We weren’t really gonna do that.

[multiple voices arguing, unclear]

[???]: Any trustee can make a motion.

[more arguing]

TRUSTEE CHORNEYKO: I think it’s important. I’d like to make a motion “that the Corporate Officer sends questions to the governance lawyer in writing exclusively.”

CHAIR: What are you saying? Not phone calls, not…?

TRUSTEE CHORNEYKO: Yeah, that—

CHAIR: That it has to be in writing exclusively?

TRUSTEE CHORNEYKO: Yeah.

TRUSTEE MERCIER: I wonder—a practical question, because phone conversations with lawyers are often desirable—but if a protocol, for instance, where you have phone conversation with the lawyer, then you send the lawyer “I understood from our conversation, x, y and z, is this correct?” And then the lawyer responds yes or no to that understanding, or corrects misunderstandings. Would that satisfy your desire to have written record of communication with—

TRUSTEE CHORNEYKO: Yes.

TRUSTEE MERCIER: —while still facilitating the need to sometimes talk on the phone.

[multiple voices, unclear]

TRUSTEE MOHER: “Sorry, I can't talk to you, because my board said I can’t talk to you.”

[unclear]

CHAIR: Can I just make another suggestion, that if—I'm so sick of, I'm really sick of the Zoom meetings, you must know that by now. But in the case that we are in a Zoom meeting with the lawyers, and I think that has to be, and you're going to find this in the future, it can't be individual trustees. It has to be the chair, whoever the chair is, and the corporate officer, better, better the corporate officer asking questions than any of the rest of us, but that that we ask that the Zoom meeting just be recorded. I mean—

TRUSTEE CHORNEYKO: I just want a record to see—my concern is things being led down a certain path.

CHAIR: Well, I’m concerned about that too, Dave.

TRUSTEE CHORNEYKO: I want to see what the questions are, and ensure that they’re objective questions, and then we get objective answers.

TRUSTEE MOHER: Has this been seconded for discussion?

CHAIR: Not at all.

[multiple voices, unclear; Trustee Bussler seconds it]

TRUSTEE MOHER: If we're going to do that, I would like to recommend that that be part of our policy as well, that any conversations that are made by trustees or the Corporate Officer be followed up with with a confirmation email as to what was discussed.

TRUSTEE CHORNEYKO: With the lawyers or…?

TRUSTEE MOHER: Within outside agencies, because that that does happen with us as well, where phone calls are made, and we don't necessarily get back what—,

TRUSTEE MERCIER: Can I get an example?

TRUSTEE MOHER: I think there's been conversations with outside agencies, and I'll talk about it in-camera.

CHAIR: In-camera, yeah.

TRUSTEE MERCIER: I would, well, first I'm going to propose a different articulation of the motion. So the motion is “that all board communication between the GFPID and legal counsel be memorialized in writing.”

TRUSTEE CHORNEYKO: Sure, friendly amendment, no significant…

CHAIR: Can we maybe say and/or memorialize a Zoom meeting being recorded?

TRUSTEE MERCIER: Well, I think, let's say there's a Zoom meeting recorded, a written piece of correspondence to the effect of, “there's been a Zoom meeting, it was recorded, here's how you can see the recording,” would suffice.

CHAIR: Okay. I like transcripts, you know how I like transcripts—

TRUSTEE MERCIER: Well, not even transcripts, just, you know, so that all the trustees know that a meeting was held and a recording exists.

CHAIR: Yeah, I think the fear here is that people, when they hear an opinion, somebody's talked to a lawyer, that they always tell me, he or she is telling me a story here, I want to hear directly from the lawyer, and that gets expensive. When four people are calling the lawyer asking the same question. So, yeah, I hear you, that's good.

TRUSTEE MOHER: [unclear]

CHAIR: Are we done with discussion here?

[calls to repeat the motion, some unclear clarification about amending the motion]

TRUSTEE MERCIER: “That all oral communication between the GFPID and legal counsel be memorialized in writing,” and because we already have the existing motion that any written communication with legal counsel between any trustee be distributed to all trustees, then that covers, I think, the need to include and distribute it in this [unclear].

[clarification of seconder]

CHAIR: More discussion? Hands in the air for the affirmative, please. Carried,

MOTION CARRIED (unanimous):

That all oral communication between the GFPID and legal counsel be memorialized in writing.

---

Elections and Firehall Open House

[1:04:15]

RETURNING OFFICER: there have been two questions that have come forth. David? Go first, please?

TRUSTEE CHORNEYKO: Well, it's going to come forward with a motion, and then we can discuss that, and the motion can go forward or not, but the motion is “that the trustees direct the Fire Chief to schedule the Open House not during a district voting event.”

RETURNING OFFICER: Okay, I'll speak to that motion—

[multiple voices seconding the motion]

RETURNING OFFICER: Prior to the Open House being released to the public, Will, Jamie and I did talk about this. They asked my thoughts on it, I gave permission for it to procede. The reason I gave permission for it to proceed is I feel that, since this is the first time that there's going to be an advance vote, you're having people at the Open House that may not have considered coming over to vote. I feel that it's going to draw more people in to do the vote, to place a vote, and also, it's already gone up to the public that there is an Open House. Vendors have been arranged. Things have already progressed and happened, and I think it would be a shame if you all decided to postpone it at this point.

TRUSTEE MERCIER: I don't understand what authority, respectfully, the Returning Officer has to permit or forbid the disposition of improvement district resources or direct whether or not the fire department can carry out an optional activity during the time that—I don't see, myself, the role of the Returning Officer in that decision-making process.

RETURNING OFFICER: I think they were just asking my thoughts on it, and I said—

TRUSTEE MERCIER: What I'm saying is, the question should have come to the board before—

RETURNING OFFICER: Did the board not okay the Open House?

TRUSTEE MERCIER: No.

RETURNING OFFICER: I was under the impression—

TRUSTEE MERCIER: No, the board was never consulted about the Open House.

RETURNING OFFICER: See, I was under the impression the board had okayed the Open House.

TRUSTEE MERCIER: I [unclear] about the Open House myself when the information went up on the website, which was after the date for the election was established, so that’s the source of my confusion.

TRUSTEE MOELLER: It's been the tradition of this department to have that Open House annually, every year, as long as I've been on the board, and the board has never voted on it in the past. That could be a new process, if we want to start instigating that requirement, but I was just going to say, I don't—if the Returning Officer doesn't have an issue with it interfering with the election, I think it's actually a good thing to the community that people can come out to vote and have an opportunity to look at all the firefighting equipment and meet some of the firefighters. I think it's good for morale. It's probably good for the community to have that opportunity at the same time. They might not come to the Open House, but if they’re here voting already, and have an opportunity to check the fire department out too.

TRUSTEE BUSSLER: Yeah, so in my opinion, I mean—and I hear what you're saying, John—I'm concerned that it politicizes the Open House, in that the Open House is attended. Many, I've participated in many, I think they're a great thing. But there's going to be—and this is the first time we're doing this advanced voting—there’s going to be people coming here and over there, and the conversation is going to be around elections, which I don't think is fair to the firefighters, because if you're a voter, you're more likely than not to have that conversation with one of these people that are working at the fire department. “Hey, how are things going?” Right? Like if you're—You're then politicizing something that should be just a regular community event. So I don't think it's a great idea.

TRUSTEE CHORNEYKO: So for me, this is about risk management. I believe that having the Open House at the same time as the advanced polls exposes this organization to unnecessary reputational risk. Basically, we're asking people to come out and have a hot dog and have some fun and vote. In my opinion, the optics of that are terrible. One of the fundamental principles of fair democratic elections is voting place neutrality. And I don't think this is that. I think this is probably legal, like, I don't think there's a legal problem with this. I just think it looks really bad. And so because of that, we're exposing ourselves to an unnecessary reputational risk. And this is an easy enough thing to de-risk, hence my motion. If we just reschedule the Open House, then there's zero reputational risk.

CORPORATE OFFICER: I suspect that the Open House will just be canceled because of logistics of training and everything else.

TRUSTEE MERCIER: It would be, in my opinion, surprising that there’s not enough flexibility in the organization to move the Open House with, like, two months notice, or month and a half’s notice, or whatever it is. But I know that there's also been, it's been expressed to me by a number of people over the past couple of years that having uniformed firefighters at the election site is itself intimidating for some people. The reputation of the fire department in terms of, like, many of the island's trades people are on the fire department, many people have complicated relationships with the economy of the island, and the trades people on the island, the fire department is not an organization that exists in a vacuum. Because it's, I mean, really quite sizable, it's connected in many ways, in many aspects of the community. And I think the depth and strength and variability of those connections influences very strongly the sort of voting place neutrality referenced by Trustee Chorneyko. And I want to be clear that in saying this, I'm not assigning way more responsibility in any way to the conduct of any firefighter or group of firefighters. I'm saying that representatives of a uniformed paramilitary organization of any kind, and the fire department is certainly uniformed, and it's certainly paramilitary. They have officers, they have a chain of command. They have uniforms. That, in itself, can dissuade people from participation. So for my part, I am in support of trustee Chorneyko.

TRUSTEE MOHER: Something that might be able to put a little bit more enlightenment on when these kinds of things happen. The school is often used for provincial or federal elections. School does not shut down during those elections. They use the gym. The school stays open. It doesn't matter if we're voting for school trustees, the school stays open. We don't close the school because the teachers and the parents might be in there voting for who they think might be running for teachers, the trustees that then boss us around. I think we have to be, maybe, a little mindful this first time we're doing one thing, at the time that the firehall has been doing something for a very long time. So is it on our head? Maybe we need to move locations, and then it's on us to just move it to somewhere else and let the firehall do it. How long is the Open House?

TRUSTEE MERCIER: Saturday, May 2, 2026, 10 am to 2 pm.

RETURNING OFFICER: Four hours.

TRUSTEE MOHER: And then we start voting… 12 to 7?

RETURNING OFFICER: 11 to 7.

TRUSTEE MOHER: So the overlap is not all that long.

RETURNING OFFICER: Setup is… poll clerks are coming in at 10:30. So I’m here at 10 o’clock.

[multiple voices, unclear]

TRUSTEE MOHER: …seven, and then they're shut down at two. So there's a three hour overlap. It's not like the whole thing is here when that thing is running. So it seems too [unclear] the whole fire department, because of that… is the same thing as shutting the school down because they’re going to have an election in there that the school [unclear].

TRUSTEE CHORNEYKO: We won't be shutting the—I'm not suggesting that we shut the firehall down. In fact, at no election has the firehall ever been shut down. This firehall does not shut down. The difference is, is an Open House and inviting people here for hot dogs and play games, and so that's the difference.

RETURNING OFFICER: Regarding the firefighters’ presence. In the past, they have volunteered to be poll clerks. This year, all poll clerks have been picked by me and a couple other people, and they are all members of the public. There are no firefighters that will be present in this room as a volunteer.

TRUSTEE MERCIER: Can I ask who those other people were? Can I ask who those other people who selected poll clerks were, other than yourelf?

RETURNING OFFICER: Penelope is one, right now I have 15 people working over two days. The shifts are four hours. Some people are working both days or both elections. Some are only working four, so it varies. We have 15 people on deck right now, and I have three spares, four spares.

TRUSTEE MERCIER: I didn't know anything about the process so that’s why I asked. And I just want to mention that trustee Moher mentioned the potential of moving the vote. I know that moving the polling place away from the firehall is something that's been suggested on a number of occasions by people in the community. And if the board is averse to shutting down the Open House, I would be open to moving polling places.

TRUSTEE MOELLER: I think we're getting a little bit lost on this one. I just, like if I was just a regular person in the public, you know, you come in this room, you vote, find out they can get a hot dog next door and check out the fire trucks. I'd be excited, you know. I just don't know that we're—this is not that big of a deal. Honestly, I think we're getting a little bit carried away, a little bit, and we just need to vote on this. It's just not a huge deal. If we want to shut down, like an Open House, fine. I don’t see how it’s gonna interfere, but…

CHAIR: If I may, I'd like to talk to the idea that the firefighters are going to, in any way, in uniform, intimidate the general public. I don't think so. And I think if that's the case, people are, would be intimidated by fact this is a firehall. That would be the intimidation, you're going to the firehall. And so if you're intimidated by firemen or the idea of firemen, you’re dealing with the firehall too, it’s not exactly a neutral place.

TRUSTEE CHORNEYKO: I greatly disagree with the use of the word “intimidation”. I don't think there's any intimidation going on. I think what it does is, it possibly skews people's opinions as to who to vote for. [protesting noises] That's not intimidation.

TRUSTEE MOELLER: We can't be using something hearsay—

TRUSTEE MERCIER: We know that there have been occasions in the past where the firefighters have received instruction from their supervisors to either vote in particular ways or advocate for particular governance items. [multiple voices, unclear] —produce those documents. That’s known to be something that has happened. It's not uplandish to think that the presence of the, like, the coincidence of those two events, will lead to advocacy at particular times, because we know that that has been directed on previous occasions.

CHAIR: I hear this kind of language a fair amount. I've heard it for years. I've heard for 35 years now. You know you can't, unless you got, and I say this in general about everything—third hand rumor and stories being told in the neighborhood doesn't constitute the truth.

TRUSTEE MERCIER: No, I have a letter from supervisory authority over firefighters, to firefighters, directing them to attend a public events and advocate for a particular point of view, on the instruction of their supervising officer. I possess such a document. It was released to me by its recipient, who received it by Freedom of Information Act request.

CHAIR: Okay, well, that's great. I'd love to see it as a landowner and a taxpayer. [multiple voices] I would love to see that. You may be absolutely right, but all I'm hearing is rumors, conjecture.

RETURNING OFFICER: Can I say one thing? Last year, when I became the Returning Officer, I went as far as—because we did have volunteers, we did have spouses and partners who signed up together—I put into effect that they could not sit at the same table, and that is one of the reasons I did that. So there could be no cross talk or natter. I separated partners and spouses, which I have continued to do so this year. And the Corporate Officer is well aware of that, and I think we have it written down somewhere, that spouses and partners, if they're working as a poll clerk, are to be at separate tables, so I’m trying to avoid any cross talk and discussion.

TRUSTEE MOHER: I just want to speak to that, because as—my experience has always been, that every group is always going to direct their people underneath them, to recommend people to be voted on, and [unclear] in the union is going to hear who they want people to vote. So to me, that's not an unusual thing. And as somebody who told me that they were in a union before, and they were, just because you're being told to vote some way, that doesn't necessarily mean those people are going to go out and vote that way. So I understand what you're saying, and I think what we've done now is is gone down another sort of interesting track of conversation, and I think we should follow John's recommendation and approach and think, you know, like, how is this going to affect anything?

TRUSTEE CHORNEYKO: I'd like to thank you, Cheryl, for—you've really brought up the standard of the elections. I've been around this department for 12 years, and the standards of the elections have, from from where they were 12 years ago, it’s unbelievable how much good work we have done.

RETURNING OFFICER: Well that’s best practice and trying to keep us as transparent as I can.

TRUSTEE CHORNEYKO: Perfect.

RETURNING OFFICER: So one thing that—I met earlier with Oliver, and he was not aware all of our—I sign a declaration, Marjorie signs a declaration. The board designated signs a declaration. The Corporate Assistant will sign a declaration. Everything is in black and white [unclear].

TRUSTEE CHORNEYKO: It's incredible. So I want to acknowledge that, and thank you for that. But this motion I have on the table, it's about de-risking. And it's not saying that there's a problem. I'm saying let's walk away from the risk. It's a perception risk. [interjection from the Returning Officer, unclear] It's a perception risk that I'm talking about, and I think it would be good for this organization to de-risk this.

TRUSTEE APPEL: I’m gonna throw in a wrench here. I hear both points of view. Is it worth that… [unclear] someone to say this, but is it worth the trustee designate, to see if it's feasible to move it by a week and just be done with the—

TRUSTEE CHORNEYKO: Just move the Open House.

TRUSTEE APPEL: Well, like I’d be willing to see if we could move it a week. And move this motion to the—

[multiple voices]

CHAIR: And move this a week before…

CORPORATE OFFICER: There would be a financial cost.

RETURNING OFFICER: I think if you're looking at—well, you're looking at a cost, you're looking at a financial cost.

TRUSTEE APPEL: I’m not saying I want it, necessarily, I’m just saying I hear what trustee Moher is saying, and I also hear what other people are saying as well. Things I haven’t thought of until, you know…

TRUSTEE MOELLER: I generally think that if a person in the community is going to make the trip down to the firehall, (a) they're not worried about running into a firefighter, (b) they're not so weak-willed that they're going to be intimidated into changing their vote. There's not going to be a firefighter standing over your shoulder in the voting booth. They're going to be out there. I just don't see the—I think we're making a huge problem out of nothing, and it's a nice gesture to the community, and I think we should just [unclear].

TRUSTEE BUSSLER: I think it'll politicize, it'll bring the firefighters into the politics of it. And I used to be on the fire department, I hear what Wayne is saying about being influenced, and that those things did occur. And why, you know, why facilitate that? Why have the voters directly—they can interact with the firefighters the following week, or, you know, some other time. I'm not suggesting they shouldn't be interacting. I just think, on the same day when the election is on your mind, why are you mixing the two? So I'd be okay with Ray's suggestion, looking into moving it a week. I like the Open House. I like attending the Open House. I'm not running this year, so I could technically probably even set up a table at the Open House, I don’t know how that would work. But why complicate this?

CHAIR: I don't think in any case, you're going to have the trustees have the usual table. I'm pretty sure that’s not something that can happen.

[multiple voices, unclear]

TRUSTEE MOHER: No. No. Because that would be politicizing, because then people come up and—

[multiple voices, unclear, total auditory chaos]

CHAIR: One at a time here, through the Chair.

TRUSTEE MOHER: I was essentially finished. Every other time we had a table there, there was no election anywhere near it. This is the time that we would not have a table at the Open House, because any interaction at that point, with any any trustee, at that point, could be seen as interfering with people's decisions. That would be the decision not to have anybody there, because any, any one of us that are running would not have an opportunity to sit there, and so there, it would not be an ability to have an input into anything at any point.

TRUSTEE CHORNEYKO: And I would like a table at the Open House, because we’re initiating—

TRUSTEE MOHER: No, you cannot.

TRUSTEE MERCIER: No no, if the Open House were on a different day house, I think is what Trustee Chorneyko—

TRUSTEE CHORNEYKO: Yeah, because—

TRUSTEE MOHER: Oh, a different day would be—yes.

TRUSTEE MOHER: We’re starting out the long range plan, and we should be talking to the public about strategic direction of this organization. So it would be very beneficial, and we should have a table at the next Open House.

TRUSTEE MOELLER: [unclear]

TRUSTEE MERCIER: What I'm hearing is that historically, the Open House has provided an important opportunity for the board of trustees to engage with the public, and on this occasion, because the Open House coincides with the election, the board would be depriving itself of that important opportunity to interact with the public, because we wouldn't—The board couldn't have a table at this Open House. And I think, my opinion, is that we should preserve that opportunity for the board of trustees to interact directly with the public, and moving the Open House would preserve that opportunity. It would allow the trustees who are remaining on the board and whoever is elected after the election to sit at the table at the Open House, to engage with the public. And I think that would be useful and valuable, and should, is something that we should preserve.

TRUSTEE MOHER: Mm hm.

TRUSTEE APPEL: I thought this would be about parking issues, so it's quite different. Would you be open to me, as a delegate, trustee delegate to the [unclear], to talk with the Chief about moving the Open House?

CHAIR: A week later, or something like that?

TRUSTEE APPEL: Or—

CHAIR: [unclear] earlier. I don't think [unclear]

RETURNING OFFICER: I think your corporate officer could look at her calendar. Maybe she's—

CORPORATE OFFICER: I don’t have all the firefighter stuff.

CHAIR: The other thing is, if we’re gonna be accused of electioneering at the table, that’s gonna be a thing, it should be after the election of May or something.

[multiple voices, unclear]

TRUSTEE APPEL: Could I please, I implore you, that I could go and talk to the Chief, or whoever you’d like me to talk to, about moving it, and see if that's a possibility—

TRUSTEE MERCIER: The motion on the table—

TRUSTEE APPEL: —which would—

CORPORATE OFFICER: There will be a financial cost to moving this.

TRUSTEE MERCIER: How much are we spending on the Open House?

CORPORATE OFFICER: Well, the Open House is paid for by FireSmart. So I would not charge FireSmart for the work done twice, because you guys have moved it.

TRUSTEE CHORNEYKO: What does it cost?

CORPORATE OFFICER: I'm not sure how much the FireSmart coordinator has put into it already, but it is a significant amount, organizing the vendors and everything for that. All of that work is essentially already done. So she would have to contact all those people to move them. And so, essentially, it would be doubling her workload.

TRUSTEE APPEL: So if we find that out, if we find that out and then find there’s no way to move that, then we would report back to the board. But if we find out yes, it actually could be moved, and we could have a table there, these things could easily work out. I'm not—I don't know. I’m just saying. I can report back to the board what happens.

TRUSTEE MOHER: In order to make everybody feel really, really good about whether we have a table there or not, I've sat at it a couple times. Char did it once or twice. I can't remember who the other person was. 99% of the people that showed up at our table were the kids who came to get the stickers so that they could get their prize at the end of the thing. So it's not like we were overwhelmed with people coming and talking to us. I think we had maybe three people. So you're not depriving people, members of the public, of coming and talking to us  if for the first time in the history of the Open House that this firehall has been providing, and we're talking about having goodwill, and interacting and being positive towards everything and everybody, that we want to put them out instead of us out. Then I think that's the big impact that we're going to have, is that the kids won't have an extra table.

CHAIR: I’d like to suggest that somebody bring a motion that we empower the Corporate Officer and our designate here to look into talking to the powers that be to see what's involved in changing the date.

TRUSTEE MOHER: Or the venue.

TRUSTEE CHORNEYKO: We have a motion on the table. And I just like to repeat that the motion on the table is “that the trustees direct the Fire Chief to schedule the Open House not during the district voting event.”

TRUSTEE MERCIER: So, I mean, in the first place, I think I would get better turnout than a table set by trustee Moher and former trustee Wells, that might be ego talking, but I think I’m more entertaining than either of them. In the second place, I just want to remind everybody that the powers that be in this situation are the trustees. And at the last meeting, I spoke about things happening that the trustees should have a say in, and the trustees not having a say in. And to me, the scheduling of an Open House on election day seems like a big deal because, I mean, there are parking issues. The last election, we had like 1100 people or something come through this place, a giant lineup of people snaking through the parking lot, and wandering around, and trying to find places to be, and trying to find places to park their cars. So there's also a real, physical logistics elements to both things happening at the same time.

CORPORATE OFFICER: The parking for the election, we’re making them go down there, that lovely, big area right behind you, and that will solve all the issues.

TRUSTEE MERCIER: What do we do for accessibility?

CORPORATE OFFICER: They can still park up here. They always park their cars up here for accessibility, and everyone else will be down there.

TRUSTEE MERCIER: What do we do about the lineup of several 100 people in the parking lot?

CORPORATE OFFICER: Well, then they go down the stairs around the building.

TRUSTEE MERCIER: How does that deal with accessibility?

CORPORATE OFFICER: Well, they have accessibility. They have accessibility for parking.

[multiple voices, unclear]

RETURNING OFFICER: Ray, you talked to me while we discussed mapping the…

TRUSTEE APPEL: Well, yeah, we put a preliminary map of this room and so on, extending that to where people can park and so on. But we have talked about the issue of, you know, what if? What if there's line snaking that way, but then people are coming from the Open House, from the front way, and, you know, and then trying to get into the lineup, and like, there will— We did talk about, there could be some issues around that. Or if people all of a sudden if people also start forming a line that way, and then people are coming from down here, “Where the heck do I go?” So we have talked, we have had chats, that this could be an issue because of the Open House. So I’d still like to go…

CHAIR: I don't think we can move the election. I really, really don't think that would be a good idea. If the if the option is to move the the Open House, I think that's the only option that we might have. I would suggest a week later, or two weeks later, which is still in May, so it’s be decent weather for the Open House, but gee, I don't want to get skinned alive by our FireSmart officer, really, I do not, because she put in an awful lot of work on this already, I understand, and the vendors have been called. So I think what we need to do, and like lickety split, maybe Monday or Tuesday, decide on that. Have the discussion happen, and just see, you know, what's up? How much is it going to cost us, or the FireSmart, and how much hassle is it to move it.

TRUSTEE CHORNEYKO: So I’d just like to reiterate the motion on the table, “that the trustees direct the Fire Chief to schedule the Open House not during the district voting event.” And so for me, that's pretty simple. It's—we make the decision right here, now, that the Open House is not going to happen on May the second, and then it's up to the Fire Chief to sort that out. And the Fire Chief is very, very capable. He's—

CHAIR: So we have a seconder on that?

TRUSTEE BUSSLER: Yes.

CHAIR: Okay, hands in the air for the affirmative. [Trustees Bussler, Chorneyko and Mercier vote in the affirmative]

TRUSTEE APPEL: But—just a sec, because, sorry, what if it can’t be moved? Because…

[multiple voices, unclear]

TRUSTEE MERCIER: The motion failed. There’s no further debate.

CHAIR: The motion failed, so we’re on to—

[multiple voices, unclear; gist is that only 3 voted in favour so the motion fails, but the process was interrupted, they could call for the vote again]

TRUSTEE APPEL: Yeah, but I, you know what? I don't know, if it's going to be my vote is going to mean no Open House… Well, I don't know, right?

CHAIR: [unclear]

TRUSTEE APPEL: I'm not comfortable with that either, partly because of my association, my spouse in the fire department.

CHAIR: It’s a tough one.

TRUSTEE APPEL: I'd rather stay out of it. I’d rather recuse myself [unclear]. But I'm willing to go and figure this out.

TRUSTEE MERCIER: I suspect that under our current rules, conflict of interest is a direct pecuniary interest.

[multiple voices, unclear]

TRUSTEE CHORNEYKO: So the motion on the table is “that the trustees direct the fire chief to schedule the Open House not during the district voting event.”

CHAIR: Okay, hands in the air for the affirmative please. [Trustees Bussler, Chorneyko, Mercier]

CHAIR: It fails, sorry. So I mean—

[interruptions, asking the Chair to call for the negative]

CHAIR: For the negative? [Trustees Johnson, Moeller, Moher]

TRUSTEE MERCIER: So a point of order. As Trustee Appel has not voted, his vote must be considered in the affirmative.

TRUSTEE MOHER: That’s right.

TRUSTEE MERCIER: Therefore the motion is passed.

MOTION CARRIED: 

THAT the trustees direct the fire chief to schedule the Open House not during the district voting event.

TRUSTEE MOHER: Some people don't understand that.

TRUSTEE APPEL: Well, I mean, [unclear].

TRUSTEE MOHER: And that means that it passes the vote, and that means that [unclear].

TRUSTEE MERCIER: I mean, it’s clearly set out in the bylaw—

TRUSTEE MOHER: Yeah, but—

[multiple voices, unclear]

TRUSTEE MOHER: So now who's going to tell the Chief? I’d like to ask who here is going to tell the chief that all the work that they put in—

TRUSTEE MERCIER: Is there some reason that that should be intimidating?

CHAIR: People, people…

TRUSTEE MOHER: I’m not saying someone should be intimidated, I’m just going to say that I think that one of the people that voted in favour of it—

TRUSTEE CHORNEYKO: I think it’s the Corporate Officer’s job.

TRUSTEE MOHER: —should be the one that tells him they shut the whole thing down, and so sad too bad.

I mean, if that’s difficult in some way, I like difficult conversations generally. That was my career for many years. So if, for some reason, informing our staff of the decision made by the board is something that [unclear] about, then I’m—

TRUSTEE MOHER: [interrupting, unclear] —that impacts the public, and will create an optic that isn't all that great either. So if you're willing to do that, and—

CHAIR: It falls to the Chair, anyway, I’ll do that. I’ll do it.

[multiple voices, unclear, for an extended period]

TRUSTEE MOHER: Once again, I am extremely disappointed.

CHAIR: It’s just that Carol’s put a lot of work into this, and—

CORPORATE OFFICER: She had put a ton of work into it.

[multiple voices, unclear]

TRUSTEE MERCIER: Well, I mean, my response to that was, the issue should have been brought to the board before substantial resources were applied to it, because this is the scheduling of an event on the same day as Election Day. Obviously that's going to impinge on the board and its activities, and the political process, and the involvement of the public. So the fact that the board was not involved until this late date is not a strike against the board.

CHAIR: You know, can I just say this, we've known about this for a while. You know what I mean? We—it doesn't fall to Cheryl [Ed: Returning Officer] to bring this up, as election questions. You know, we, it's in there—we’ve had—

TRUSTEE MERCIER: I mean, the duty to bring things that will affect the board to the board falls to the chair.

CHAIR: I know that. Yeah.

TRUSTEE MERCIER: So…

CHAIR: I know that. I know that. My thought at the time was, you’re good to go, I didn’t see a problem.

TRUSTEE MERCIER: See, that was a unilateral decision on your part, rather than bringing it to the board.

[multiple voices, unclear, call to move on]

CHAIR: [to Trustee Mercier] You're down to three beers now, by the way.

TRUSTEE MOHER: Can we just keep—

TRUSTEE APPEL: Keep bylaw 116?

RETURNING OFFICER: No, we’ve still got a question under the election…

---

Election security - safe

[video 1:40:00]

TRUSTEE BUSSLER: So I reached out to Ray, who then reached out to Cheryl, about a question I had, about, it was regarding the advanced voting. I wanted to better understand how the safe is secured once we put the ballot box into the safe. So Cheryl and I, she offered to meet. So we met ahead of this meeting, to explain to me how we secured the—so apparently we’ve already purchased the safe—and then how we secure the safe combinations, and access to the safe. And furthermore, for the advance procedures that she had shared last week, it also spoke to a sealed banker's box, and it's my understanding that we're not doing a sealed bankers box anymore. We're actually purchasing real ballot boxes for the advance voting, which is fantastic. But yeah, my concern was, how do we ensure that no one accesses the safe? Because the safe will be—I mean, this year it’s brand new, next year it will have been used by operations, so controlling access to combinations. What I had suggested was that we could put a seal on the safe, so that the at the safe, if someone was to open the safe in that week it would show that. But it sounds like that's not something that's under consideration. But that was my question, how do we ensure that that the safe is not opened?

RETURNING OFFICER: The safe is a digital safe. It has keys and/or a combination. The combination will not be entered on the safe until after the election process is over. There will be a two step process. Someone will have keys for the file room, and someone will have keys for the safe. The safety and security issue has been dealt with.

TRUSTEE BUSSLER: And you are the only person that has keys to the safe. Is that accurate?

RETURNING OFFICER: I will be the only person that has keys to the safe, as the returning officer, and as my [unclear] and duty require.

TRUSTEE CHORNEYKO: Who has keys to the storage room?

CORPORATE OFFICER: Myself, the Fire Chief, and Deputy Chief.

TRUSTEE CHORNEYKO: There's only three keys available? When I was duty officer—

CORPORATE OFFICER: We changed it.

TRUSTEE CHORNEYKO: Okay, so the keys have been changed?

CORPORATE OFFICER: The keys have been changed. For a long time the Chief only had a key.

TRUSTEE BUSSLER: But even if the FireSmart officer had asked for one, not anymore?

CORPORATE OFFICER: No.

TRUSTEE BUSSLER: Okay.

CHAIR: And just so people know, this is a, it's a kind of safe, basically, isn't it?

RETURNING OFFICER: Yes.

CHAIR: It's a full size, I don't know if any of you folks have owned firearms, but anyways it's a full size Cabela's gun safe—

RETURNING OFFICER: [unclear]

CHAIR: —the size of a refrigerator, almost.

TRUSTEE MERCIER: We've confirmed after the last meeting that it would hold Trustee Moher.

TRUSTEE MOHER: Mmhm. And if you put airholes in it, I would agree to test it out, but…

[some good-natured crosstalk about the safe and having gotten it for half price]

CHAIR: So you know, they’re not fooling around, and it’s in a locked file room—

TRUSTEE MOHER: And it’s screwed to the floor. And it will be bolted to the floor.

CHAIR: And bolted the floor, not that you’d be moving that around except with two people. I said this years ago, when we talked about early voting, that nobody, there would always be a certain number of people in the neighborhood that would say, oh, whatever it is, you know, it's not safe enough. But this is the best thing we've come up with, because the bank won't take it. There's nobody else that will take our ballots. And then you're talking about, you know, armed troops carrying it from one place to another. I mean, seriously, people get outrageous with this stuff. So in northern communities, the officer takes that box back up to their house with them. And that's quite legal, right?

RETURNING OFFICER: It is legal, but it's a security and liability issue, and therefore I will not do that. That's why I said, please purchase a safe. Once the combination, because it is a digital safe—for next year's election, that combination can be changed, whenever we need to change the combination for access again, to do it the same as we’re doing it here.

CHAIR: When they’re doing what we have to do at the RDN, they have a safe inside of the election officer’s office, and that's where the [unclear] go and where the ballots end up. And so this idea that there was the [unclear] is going to show up and take our ballots is not happening. I think this is a bit over the top to tell you the truth. Anyway.

TRUSTEE MERCIER: So I like in a general way, what happens to [unclear]. So one of the things that we don't seem to have is a job description for Returning Officer. And so you have the experience of planning, I mean, you have your pre-existing Returning Officer experience, and you have the experience of last year's election, and now you're accumulating the experience of this year's election. So if between this year's election and next year's election, you're hit by a bus—heaven forfend, I wish you nothing but the best—you did a really good job last year compiling your report on the election, and I expect that you'll do a similarly thorough job this year. If this year's report could include a job description for the Returning Officer, so if you’re hit by a bus (heaven forfend) and we have to hire someone else, we can say “these will be your responsibilities,” that would be—

RETURNING OFFICER: Yeah, Marjorie and I have sort of been working on [unclear], like I have, here, and she has one as well, and we will put “how to” [unclear] what we need.

TRUSTEE CHORNEYKO: The election procedure that’s been created is excellent.

RETURNING OFFICER: Sorry, David?

TRUSTEE CHORNEYKO: The election procedure that's been created has been excellent. So this is where a lot of this—

RETURNING OFFICER: It's a living document.

[multiple voices, unclear]

TRUSTEE MERCIER: Help wanted ad for the Returning Officer, this is what you need to do, sort of.

[multiple voices wrapping up the discussion]

---

Draft Indemnification Bylaw 116

[Video 1:47:00]

CHAIR: So we move on to Bylaw 116?

TRUSTEE MERCIER: Which is just the draft indemnification bylaw…

TRUSTEE CHORNEYKO: Are we approving this bylaw, is that the intent, to…?

TRUSTEE MERCIER: We’re considering it.

TRUSTEE CHORNEYKO: Considering it.

TRUSTEE MERCIER: We may approve it, it’s possible. Is it in order if I speak to this, are we there yet? I have things to say about—

CHAIR: I suppose we should go through the motion thing. Anybody gonna make that motion to accept this? Seconder?

TRUSTEE MERCIER: I believe the correct process is to give the bylaw first reading, and then—which is not debatable or amenadble at that point. If it passes first reading, then it goes to second reading, at which point it can be debated or amended.

CHAIR: [unclear]  Pretty standard.

[multiple voices]

TRUSTEE MERCIER: We should probably read it aloud, which I volunteer to do.

TRUSTEE MOHER: [to chair] Do you want to read it out loud? We’ve got somebody else to—

CHAIR: [to Trustee Moher] I don’t, I would like you to do that, please.

TRUSTEE MOHER: Okay.

[During the reading Trustee Moher is overtaken by a coughing fit and Trustee Mercier takes over. Trustee Moher notes during the reading that the most recent version of the draft bylaw changed “he or she” to “they.”]

---

Gabriola Fire Protection Improvement District Bylaw number 116.

A bylaw to indemnify an officer of the improvement district against a claim for damages arising out of the performance of their duties, and to pay legal costs incurred in the court proceeding arising out of the claim.  The trustees of the Gabriola Fire Protection Improvement District enact as follows.

1. In this bylaw ,“officer” means

(a) a member of the Board of Trustees;

(b) an appointed Member of the improvement district;

(c) an officer or employee of the improvement district;

(d) a volunteer firefighter of the improvement district; and

(e) any volunteer who participates in the delivery of services by the improvement district under the supervision of an officer or employee of the improvement district.

2.

(a) The improvement district will indemnify its officers against the claim for damages against them arising out of the performance of their duties, and in addition, pay the actual costs incurred by the officer in a court proceeding arising out of the claim.

(b) Section 2 (a) applies in respect to a person who was an officer at the time they performed the duties out of which the claim arose, whether or not they are an officer at the time the claim for damages arises or the court proceeding arising out of the claim is commenced, prosecuted or concluded.

(c) Where any action of an officer results in a claim for damages against the improvement district, the board of trustees will seek indemnity or reimbursement from the officer only where

(i) the claim arises out of gross negligence of the officer, or

(ii) the officer acted contrary to the terms of their employment or an order of a superior in relation to the action that gave rise to the claim.

(iii) This bylaw may be cited as the Indemnification Bylaw number 116.

---

CHAIR: Have we voted on this?

TRUSTEE MOHER: No, it hasn’t been read [unclear].

CORPORATE OFFICER: We have to read it again.

TRUSTEE MERCIER: It must be read and voted on once to bring it to the table. So we have to vote on it, then we read it a second time, and then it can be amended and debated.

CHAIR: Hands in the air for the affirmative? [unanimous] Carried. [unclear]

TRUSTEE MERCIER: Best practice is that we read it in full a second time. Which I can do slightly faster than the first time.

[Chair Mercier reads the Bylaw a second time.]

TRUSTEE MERCIER: So now it needs to be moved and seconded, and then put for debate.

CHAIR: Who’s moving this?

TRUSTEE MERCIER: I'll move to advance to second reading.

[Seconded by Trustee Bussler]

CHAIR: Any more discussion?

TRUSTEE MERCIER: At this point it can be a matter of debate. And I’d like to speak to the Indemnification Bylaw.

So I circulated some material in advance. I understand, based on information received from the corporate officer since the circulation of that material, the form of this bylaw follows very closely in the template provided in the improvement district manual. Is that correct?

CORPORATE OFFICER: Yes.

TRUSTEE MERCIER: So my concerns arising from that are that the template in the improvement district manual is from 2012, and there's been a number of changes in legal language. There's been a great many court cases around indemnification and what various things mean since then, and so I think relying upon that language opens us up some problems within the bylaw as written. I'm not sure what an “appointed member of an improvement district” means. I literally don't understand that sentence. I have concerns, serious concerns that this by law as drafted, opens us up to essentially unlimited legal exposure. I don't know. And to the best of my knowledge, we haven't received any feedback from any legal counsel on the scope of this bylaw. I don't know that our existing general liability insurance would cover all of the indemnification that this bylaw offers.

I'm not sure that that insurance would directly cover, for instance, claims arising out of the EMR agreement, because that has not been formalized in our establishing bylaw, and I don't know that it's reflected in our insurance. Similarly, I'm not certain that our existing general liability coverage adequately covers exposure arising from training to third parties, if, for instance, that certification is called into question in the quality, so that certification is called into question. I have serious concerns about the language around actual costs and some general sort of vagueness… I, like, in contrast to this bylaw, the indemnification bylaw of the City of Nanaimo, which is, if anything, even slightly more brief than this. And the indemnification terms in that are, “that the City of Nanaimo, in this case, will defend an action brought against the member of council, blah, blah, blah, the indemnified persons.” So it limits the indemnification to defending an action and indemnifying indemnified persons against the judgment or reward imposed on an action. And that language, I think, better reflects the intention and correct scope of indemnification, whereas the language of “actual costs” does not.

I also like in the City of Nanaimo indemnification bylaw, their language around indemnity against members of council, officers and employees. So in the contemplated indemnification by law, we have this business of if there's a claim against the improvement district, we will only see indemnity or reimbursement under certain circumstances. The Nanaimo language says that “the organization may seek indemnity or reimbursement from that person, where a court makes a finding that the person has been guilty of dishonesty, gross negligence or malicious or wilful misconduct,” which puts a limitation or a standard on language in a more clear way.

So the draft language that we're looking at says we will only see indemnity where the claim arises out of these things, or the officer acted contrary to the terms of his employment, etc. But there's ambiguity around who makes the judgment about whether that was the case, whereas the Nanaimo language explicitly calls out that if the court has made, if the judgment is awarded based on a court's determination of dishonesty, gross negligence, etc, then the actions of the public body are set out, triggered by, and defined by, the determinations made by the court.

I know that there have been concerns raised among the trustees, around indemnification, around claims on insurance, around who can make them, around under what conditions that they're made, and this bylaw, as I understand it, as drafted, means that any of our employees, volunteers, etc, etc, who have an action taken against them, could make a claim on us for indemnification. We would have to pay that. And despite all of the vagueness around what correctly reflects the duties and authorities, or whatever of the indemnified persons, of the officers, because we have these [unclear] duties around the EMR contract, around the SOS arrangement, around third party training for Harmac or BC Ferries or wherever we do, it opens up…

The looseness of the language in this draft bylaw—which is intended for improvement districts much smaller than ours, because almost all improvement districts are much smaller than ours in terms of the scope and variety of services they offer, or whatever—it creates a huge opening with very fews controls or reviews on it, whereas, as I say, the Nanaimo City language states more clearly that they'll defend, like, they will defend an action. Our bylaw authorizes someone against whom claims made to hire whatever lawyer they like, on whatever terms they like, and pursue a defense of however— whatever level of aggression or detailed or prolonged action that they like. And we, the taxpayers, are automatically on hook for it, and because we haven't addressed this with our insurance, and don't know if our insurance would adequately cover this degree of indemnification, this breadth of indemnification, we would be putting the taxpayers directly on the hook for indemnifying anyone that we indemnify and so it's, in my opinion, short sighted and excessively quick to pass a bylaw of this scope without input or consultation with either legal representation or our insurer.

CHAIR: Can I say something? We have this as part of the governance already, don’t we?

CORPORATE OFFICER: No.

CHAIR: Official [unclear]? We have something, I think.

CORPORATE OFFICER: No. This is approved by the ministry, so [unclear] recommendations.

TRUSTEE MERCIER: The ministry doesn't make recommendations.

CORPORATE OFFICER: Well, they’ve approved the bylaw.

[overlapping voices]

TRUSTEE MERCIER: —bare minimum standard. This meets the bare minimum standard required by the Office of the Inspector of Municipalities, but our improvement district does things that put us well beyond that baseline minimum. We engage with third parties on training. We have expanded our scope of medical response beyond the normal scope of a fire department, those are things that we have unambiguously done. I don’t think that the bare minimum standard is going to cover our ass.

TRUSTEE CHORNEYKO: I do believe that we need an indemnity bylaw, so I strongly support the concept of this, but I agree with much of the reservations of Trustee Mercier on this. I have concerns with it too, so I'm not prepared to move forward with this in its current form. I think there's a lot of work that needs to be done on it, but we do need to do that work.

TRUSTEE MERCIER: So this isn't addressing the bylaws, this is addressing what the Local Government Act provides, or does, in terms of indemnification, and essentially, the Local Government Act allows us the authority to create an indemnification bylaw that sets some limits on legal action which can be taken against the trustees, but it doesn't address employees and that kind of thing.

CHAIR: Are you for—

TRUSTEE MERCIER: I believe, and have been saying this since substantially before my election, I believe very strongly, the board requires an indemnification bylaw. I don't believe that the draft bylaw as proposed is adequate.

CHAIR: There's so there's a takeaway or add on for you.

TRUSTEE MERCIER: Yeah, I would like…

CHAIR: Stronger language.

TRUSTEE MERCIER: Clearer language, especially around what costs we will cover. Like language around “actual costs” is very [unclear] but “will defend”— and if the language, for instance, is “the board will defend an officer against a claim,” then decisions about about the lawyer and legal strategy in providing that defense are on the board, rather than just leaving it up to the person who gets the claim, against whom the claim is made, and we're just obligated to pay out whatever decisions that they make.

TRUSTEE CHORNEYKO: So I’m just, like, curious in terms of a path forward, would we, and I'll ask Trustee Mercier this, should we take the city of Nanaimo indemnification bylaw and start with that, and then move forward with with that? Like, would that be a good path forward for us?

TRUSTEE MERCIER: If I was doing this on my own, [unclear] my starting point would be acknowledging that we need an indemnification bylaw. We're there, we’re past that point. I would then itemize the activities where we could be exposed. And so we’d need to look at, what are the duties and authorities of the agency, what are the duties and authorities of the indemnified persons, the officers? And then I would approach legal counsel and say, “Here's the draft provided by the Inspector of Municipalities, here's one from the City of Nanaimo, that seems good to us as lay people, what would be adequate to indemnify us, given this scope of activity?” And I would also go to the insurer and say, “Here's the indemnification bylaw we're considering, is our existing coverage adequate to to cover this level of indemnification?” If it's not, that will be a thing. And I would also ask, “Is our current level of liability coverage adequate to cover our actual activities?” Because there may be exposure that we have that we're not aware of, and that our insurer is not aware. That’s how I would [unclear].

TRUSTEE CHORNEYKO: This brings up one more question I have, and that's with the Corporate Officer, like, how do we ensure this?

CORPORATE OFFICER: I’d send this to the insurance company and say, that our coverage would need this.

TRUSTEE CHORNEYKO: So, is this our D&O insurance? [Ed: Directors and Officers liability insurance]

CORPORATE OFFICER: Yes.

[Trustee Mercier makes a questioning sound.]

CORPORATE OFFICER: Because everyone would be considered—it would be the same insurance.

TRUSTEE MERCIER: Well, I mean, we would be defining an officer here in our bylaw. Are, do you—

CORPORATE OFFICER: Well, that’s what we have to send to them, and say…

TRUSTEE MERCIER: ’Cause our D&O insurance has information in it about who they consider an officer now, and so if we expand who's considered an officer without consulting them, then that's, you see where that's going.

TRUSTEE MOELLER: I don’t know for a fact, but I would guess that we already have insurance that covers the actions of the firefighters. You know, in this—

[multiple voices, unclear]

CORPORATE OFFICER: If we don’t, that is a huge issue that [unclear].

[multiple voices, unclear]

TRUSTEE MOELLER: If this is contemplating adding it in here, I’m just saying—

[multiple voices, unclear]

TRUSTEE MOELLER: —that insurance, we probably already have it, it all seems—

[multiple voices, unclear]

TRUSTEE MERCIER: But if we don't have insurance—

[multiple voices, unclear]

TRUSTEE MOELLER: —combining it into one bylaw is already kind of problematic if we have two separate policies, because you're going to have to send this bylaw to both insurers and ask them to approve it, but they're combined under one so that's a problem for one thing. You know, you've got in 2 (c)” the actions blah, blah, blah, claim arising on a gross negligence of an officer, officer acted contrary to the terms of employment of”— you know, well, we're not employees. We don't have superiors. There is… problems with it, for sure. So, you know, I think maybe a second draft would be in order.

TRUSTEE MOHER: Without making [unclear] into something in the wrong place… Does this have any impact, or is there any impact coming to us, for the negotiations we're in right now, and whether there is a line in there, that we need to be looking at this as part of what might point—without us having to go into that conversation. So we really need to make sure that this ties into anything else that we're going to, without going into—

TRUSTEE MERCIER: Yeah. Remaining circumspect, I don't think there's anything confidential about the idea that the union wants members indemnified in some way during the course of their work.

Where, to me, the issue becomes sticky is that the correct duties of the work of the bargaining unit staff are not well defined in—like, our existing job descriptions and operational guidelines and things. They don't really well reflect the duties of staff when working as trainers, the duties of staff when working under the EMR agreement. We don't have—this talks about, you're indemnified if you're acting in accordance with your assigned, or proper, or correct duties. But we don’t have a good list of what those duties are. So it opens up contention.

TRUSTEE MOELLER: I don’t want to micromanage this just right here, in this meeting. But you know, typically you just exclude things like gross negligence, criminal acts, whatever. You know, listing someone's duties would give the insurance company a million outs if there was actually a claim. So you don't really want something that specific. But you know, I don't think that we should hash this out right here and now. I think we just send it back for another draft and try again.

CHAIR: I think we need legal counsel on this. That's one reason I thought [unclear]. But outside counsel. We need an outside counsel on that, and I don't know whether our governance person, we did not discuss whether they had, whether they're good at insurance things. ’Cause this is basically an insurance thing. But we need to find that out. We need somebody to look over this and write it up for us so we are covered in all ways. So is this something we can run by our governance lawyer? They may reject and say, “You need somebody else to do that.”

TRUSTEE MERCIER: I would—if you want to go first, I’m fine with that. But otherwise I'm going to make the motion that we take this draft bylaw and submit it for review to legal counsel and our insurance.

CHAIR: Can I just say that, what may happen is, we will run by the governance person. They may say “that's not our bailiwick right there, the governance is, but that's not.” And it may get kicked up to say somebody like Cheryl Rae or Kris Noonan [Ed: of Stikeman Elliott] So I hope we're aware of the fact that we have another lawyer. That may not be their bailiwick either. We may have to get a third person in here for that type of thing.

TRUSTEE MOELLER: [unclear] having dealt with lawyers in the past, there’s software that most lawyers have, where they just have indemnity files, like, templates. They can just pull one out and modify it and it's 10 pages and you get everything you need in there, it doesn't cost you an arm and a leg. So rather than submitting this, I mean, you could submit this, but somebody like that lawyer that we've already talked about—

[multiple voices, unclear]

TRUSTEE MOHER: If they used this as context—

TRUSTEE MOELLER: I bet you could get a pretty substantial one back.

CHAIR: This is boilerplate, I mean, this, all lawyers [unclear]

TRUSTEE MERCIER: The key issue for me is, if we pass this bylaw today, it goes into effect today, and if we find tomorrow that our insurance coverage is not adequate to the indemnification proposed by this bylaw, that puts the taxpayers on the hook directly, should some occasion arise, right? I mean, our response to that would be, “well, I guess we need better, expanded, whatever, insurance coverage.” But it's way better to figure out the insurance coverage we need for the bylaw that we need to pass than, you know, saying “We'll cover this range of stuff,” and the insurers being like, “We’ll only cover this little range of stuff,” which means, you know, you're open over here.

CORPORATE OFFICER: Can I say I feel we're open now, by not having any of this in place. Because if something happens tomorrow, and we still don't have insurance or a bylaw, it's still kind of the taxpayers—

TRUSTEE MERCIER: I mean, ultimately—

[multiple voices, unclear]

TRUSTEE MERCIER: But there is in the Local Government Act, the improvement district has the power to create an indemnification bylaw, or to deal with things case by case by resolution. So it's not like we're totally frozen. But yes, you're correct, that if we don't have adequate insurance coverage, we should find out as soon as humanly possible, and deal with that, they're related issues. But we shouldn’t commit to one before we know the answer to the other, in my opinion.

CHAIR: I wish we could, you know, I know the problem, I understand that. I wish we could go with this, with the understanding that we’re going to change it.

TRUSTEE MERCIER: But it’s a bylaw.

CHAIR: Hm?

TRUSTEE MERCIER: It’s a bylaw. We can’t.

TRUSTEE MOHER: You can change bylaws.

CHAIR: You can rescind it.

TRUSTEE MERCIER: You’d have to pass a new bylaw.

TRUSTEE MOHER: Yeah.

TRUSTEE MERCIER: But—

TRUSTEE MOHER: You can change it and refile it.

CHAIR: We're changing a bylaw now.

 

TRUSTEE MERCIER: But if we create, if we agree to indemnify all of this stuff now, and a claim comes in that under this we have to indemnify now, that’s not covered by insurance, we're still stuck indemnifying it. If we don't pass this, then we have more flexibility to how we respond in such a circumstance. It remains the case that we need to ensure that we have adequate insurance regardless.

CHAIR: But the whole idea of insurance is doing it now.

TRUSTEE BUSSLER: I think we're talking about the same thing here. Let's just get this over to the lawyer and [unclear].

CHAIR: Yeah, asap I would say.

[multiple voices, unclear]

TRUSTEE MOELLER: There’s potentially millions of dollars of liability [unclear].

TRUSTEE MERCIER: I can see some frustration around the table with the number of things we're sending to the lawyer, but we're in this situation where where things have not been done.

TRUSTEE MOHER: Good thing we [unclear]!

CORPORATE OFFICER: [simultaneously, unclear]

CHAIR: It’s too bad it’s Friday, tell you the truth.

TRUSTEE MERCIER: The bylaw’s on the table for second reading. I will make the motion to table second reading of draft by law 116, until it's reviewed by legal counsel and our insurer. [seconded]

CHAIR: Hands in the air in the affirmative.

MOTION CARRIED (unanimous)

to table second reading of draft by law 116, until it's reviewed by legal counsel and our insurer

CHAIR: Thank you.

---

QUESTION PERIOD

QUESTION 1 – publication of draft bylaws

PENELOPE BAHR: Are any of these draft bylaws up on the website for people to read before they come before you for discussion? There is there any way of the general public of providing input?

CORPORATE OFFICER: Not until they’re made public. So once they’re made public—so now it's made public, I can post it.

BAHR: You can post the draft?

CORPORATE OFFICER: Yes, but before that, no.

BAHR: Thank you.

QUESTION 2 - Open House

TRUSTEE CHORNEYKO: Carol, ask when the Open House is.

CAROL WALDO: I wanted to, but I—yeah, what happened?

TRUSTEE CHORNEYKO: We’re gonna request that the Chief move it.

TRUSTEE MERCIER: We’re going to instruct.

TRUSTEE CHORNEYKO: Instruct.

CHAIR: Don't look at me. Don’t look at me, Carol.

WALDO: Okay. That’s up to the Chief, but a lot of work has already gone into it, and the invitations have gone out, and...

TRUSTEE CHORNEYKO: We understand and we're sorry for that.

[?]: No you’re not.

[?]: Pardon me?

CHAIR: I just work here. So can we adjourn this meeting?

BAHR: So can I just say something? I know it's hard, but I really think that was the right move. I do think that it is hard for those of us who have friends who are firefighters, and who have faced the question, “Are you for us or against us” in the past, that it's very hard to not have a trustee board that you can talk to at the Open House, to not have a few things like that. And it is, it has always been fraught. That's all I can say. It's emotional. It makes no, if you want to call it, logical sense, but it is emotional to have that situation. So that's just my two cents. You don't need to answer it. It's just my two cents.

CHAIR: Can I just say as a member of the public that I'd like to see it, to see the Open House after the election, so we don't get used of electioneering.

---

MOTION to move in-camera, public meeting adjourned.