The City of Hamilton has a number of municipal corporations which conduct business on behalf of the City, one of them is the Hamilton Enterprises Holding Corporation which oversees the City’s internet service provider and energy corporations.
Council members appointed to the HEHco Board receive extra pay.
During a Council meeting Friday, HEHCo requested to expand its board to seven members from six.
Councillors Brad Clark and Maureen Wilson both asked the reason for the expansion, noting that the staff report to Council did not provide reasons.
Ward 5 Councillor Russ Powers stated “You know, I don’t understand the rationale while but certainly from a governance standpoint, it’s advantageous to have an odd number of directors so that you don’t end up with tie votes. So that may be the rationale.”
Clr Wilson quickly replied “16”, a reference to the number of members of City Council.
Other councillors were heard chuckling in the background.
Hamilton General Manager of Finance and Corporate Services Mike Zegarac clarified there were previously seven members, which was reduced to six after a resignation, and the request from staff was to return to seven.
Staff recommended appointing Elizabeth DiDonato to the HEHCo Board. Neither staff nor HEHCo provided any information about their recommended appointee.
“I’m sure the person is extremely qualified, but there’s no CV or any identification offered,” stated Clr Wilson. “I’m just trying to understand what is our statutory or legislated responsibility on this”
“It’s consistent with past practice,” said Mayor Fred Eisenberger. “We’ve always allowed the the boards to do the interview process and make the selection based on what they think their board requires and we’ve essentially for all intents and purposes have have approved without getting into the the application process”
GM Zegarac says it is the role of Council to confirm the appointees as the sole shareholder of HEHCo.
Council “must confirm the recommended board member and the role as shareholder is again to confirm the recommendation of the HEHCo board. And the HEHCo board has a responsibility of the recruitment and confirming the member and then they put forward a resolution to the shareholder for your consideration.”
Clr Clark questioned this approach. “In my mind, I say we trust but we verify. Right, and so I can’t verify here.”
HEHCo Chair Laurie Tugman responded, “It’s our responsibility as a Board to go through the selection process of finding directors but as shareholders from a good governance point of view, it’s the shareholders’ responsibility then to appoint those nominees that we put forward to the board.”
Clr Clark asked that in the future Council be provided some information about the nominated appointee.
Council unanimously approved Elizabeth DiDonato without any further information beyond her name and that she is a resident of Hamilton.
Clr Clark briefly raised the question of whether the Council is even allowed to appoint a person after the Office of the City Clerk declared on Thursday that the Municipal Act prohibits making appointments.
A City Clerk legislative staff member stated “is this is a board, not an advisory committee.”
The Office of City Clerk Andrea Holland has not provided any reference in the Municipal Act to support their declaration.