Transcript No Slide Title

REVIEW
OF INSTITUTE
FOR CITIZEN
CENTRED SERVICE
Report to the Public Sector
Service Delivery Council
February 2004 - Victoria
1
Background
The Integrated Strategic Planning Framework
developed by the Joint Councils recognized the
need to strengthen ICCS and ensure
sustainable funding.
Joint councils included a review of ICCS as one
of its priority work plan projects.
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Review of ICCS
The Joint Councils confirmed a review
of the ICCS. A working committee was
formed and tasked with:
 Reviewing the ICCS mandate and performance since its
inception and report on findings;
 Review funding issues associated with on-going
sustainability of the ICCS;
 Review organizational options and make recommendations;
 Make recommendations to PSCIOC and PSSDC on the
future of ICCS as an organization and how to build on-going
sustainable support
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A Not-For-Profit Corporation


A number of possibilities were considered and set aside
as impractical or otherwise inappropriate for the ICCS
– Crown Corporation: requires parliamentary approval
– MOU with existing department: difficult to guarantee
ongoing support
– Outsourcing to a private firm: citizen-centric?
A Not-For-Profit (NFP) deemed the most appropriate
– Precedent federally and provincially
– Consistent with ICCS principles of shared value
– Allows for multi-jurisdictional engagement through a
Board of Directors
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Where did we leave off?
September 2003
 Approval of three-year business plan and financial
commitment for 04-05 and 05-06.
 Acceptance of recommended governance
direction: Incorporation of the ICCS as a not-for
profit corporation
 Mandated the Working Committee to report back
at the Spring 2004 meeting with recommendations
related to the incorporation process, including a
governance model.
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Legal Research

Need to understand how the legal environments of
each jurisdiction affect the ability to participate in the
governance structure of a not-for-profit corporation.

Survey of relevant legislation and regulations
(attached) suggests some restrictions in certain
jurisdictions, but nothing to stop participation:
– E.g. Federal Gov’t / Nunavut / NWT cannot be engaged in the
procurement or dissolution of the corporation.

Council members strongly encouraged to consult with
legal council in their jurisdiction.
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Comparative Research

Undertook to speak with comparable
organizations who had also gone through the
process of incorporation:
– Commonwealth Association of Public
Administration and Management
– Canadian Institute of Health Information
– National Quality Institute
– Institute of Public Administration of Canada
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Steps to Incorporation

Select name for the corporation
– Requires name search by legal council

File Application for Incorporation
– Location of Incorporation
– Preparation of Constitution and By-Laws
– Identification of the first directors

Organize the Corporation
– First meeting and election of Board
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Name and Location
of the Corporation
Institute for Citizen-Centred Service
L’Institut des service axés sur les citoyens
May require special permission to use the
term “Institute” in name
 Location of Incorporation to be decided in
consultation with legal counsel.

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Constitution

Defines “Objects” of the Corporation
– Concise statement of the ultimate purpose of the
corporation
– Objects should be kept short but broad in nature,
yet sufficiently specific so as to avoid ambiguity

Mission and Mandate revised and accepted by
PSSDC and PSCIOC in May 2003
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By-Laws: Board of Directors

Board to consist of at least 10 and not more than
18 members
– Interviews suggested keeping Board relatively small

Board elected by the voting membership
– Ensures Board is reflective of the membership
– First Board reflective of Councils as founding
members

Board members to serve not more than 2
consecutive 3-year terms
– First Board elected to staggered terms to ensure
continuity.
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By-Laws: Board of Directors (2)

Empower three executive positions (President,
Vice-President, and Treasurer)
– Appoint immediate past-president as ex-officio board
member

Explicit by-law to keep Board representative of
community of interest
– Enable Board to appoint ex-officio (non-voting) board
members to balance representation and draw
required expertise when needed

Directors to serve without remuneration
– Allow for reimbursement of expenses where
appropriate
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By-Laws: Membership

While current business plan does not
contemplate the ICCS supporting a broad
membership, the by-laws should be structured to
give Board this flexibility.
 Two Classes of membership:
– Voting: Public Sector
– Non-Voting: Private Sector, Not-for-profit, academic

Within each class of membership there will be
both individual and organizational memberships
– Opportunity to engage broader communities in both a
monetary and contributory sense
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By-Laws: General Meetings
and Executive Director
Annual General Meeting to elect Board of
Directors, review business/strategic plans,
and other business
 Executive Director responsible to the Board

– Secretary to the Board
– Administer day-to-day business
– Manage accounts according to financial plan
– Maintain relations with the membership
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By-Laws: Finance
ICCS funding will be drawn from
membership fees, conferences, and
other relevant activities.
 As set out in the Business Plan
accepted by the PSSDC / PSCIOC in
September 2003, membership fees will
be paid through the Councils for 04-05 /
05-06.

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Financial Picture
Membership contributions cover:
•$111,900 in 2004/05
•$96,900 in 2005/06
Cost Area
Staffing
Operating
Program
Total Costs
Revenues
Net Costs
2003/04
$0
$20,300
$4,000
$24,300
$45,000
$(20,700)
2004/05
$110,000
$64,400
$2,500
$176,900
$65,000
$111,900
2005/06
$110,000
$64,400
$2,500
$176,900
$80,000
$96,900
Total
$220,000
$149,100
$9,000
$378,100
$190,000
$188,100
For details, please see the ICCS Business Plan.
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By-Laws: Other Clauses

Other clauses to be included in the by-laws
are typical of all corporations and use
standard language:
–
–
–
–
–
–
Definitions
Indemnity to Directors
Dissolution
Auditors
Books and Records
Intellectual Property
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Timeline
February : Approval to continue
February/March : Hire independent legal council
March / April : Identify founding Directors to file papers
May : Return to Councils for final approvals with
Incorporation papers ready
May / June : File for incorporation (approx. 8 weeks)
July / August : Licensing of CMT and Citizens First,
Transfer of Intellectual Property and Funds
from IPAC
September : Founding Directors call first meeting of the
corporation
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Next Steps





Looking for endorsement of recommendations
outlining constitution and by-laws
Propose that the ICCS use funds earmarked for an
Executive Director to hire independent legal council
through to completion of incorporation.
Propose to return to Councils at Lac Carling with text
for constitution and by-laws for final sign-off and
endorsement to proceed with incorporation
Identify initial directors to file papers and initial Board
members
Each jurisdiction to undertake research into legal
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aspects of participating
ICCS Review Committee
Lois Bain, Ontario
Joan McCalla, Ontario (Laurie Sweezey, Ontario)
Glen Sargant, Nunavut
Jag Narasimhadevara, Nunavut
Jocelyne Sauriol, Quebec
Brian Marson, Treasury Board of Canada
Victor Abele, Treasury Board of Canada
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