The Toronto District School Board (TDSB) is one of the largest public-sector land owners in the city, with a portfolio of approximately 612 properties valued at as much as $20 Billion. These properties include operating schools; non-operating (closed) schools; administrative, maintenance and warehouse buildings and vacant land. TDSB created the Toronto Lands Corporation (TLC) in 2008 to manage its surplus schools sites, and expanded TLC’s mandate in 2018 to manage all real estate and land use planning matters on TDSB’s behalf. TDSB is the sole shareholder of its subsidiary, TLC.
TDSB retained Dentons LLP in summer 2022 to conduct a third-party performance review of TLC. The review looked at a wide range of matters including operations, service, governance practices, and accountability. The TDSB initiated the review as a matter of good business practice to evaluate the TLC following the expansion of their mandate in 2018. The TDSB also had concerns about TLC’s accountability practices, compliance with policies and directives, and alignment with TDSB priorities – concerns that, in part, were shared with the TLC Board Chair on multiple occasions.
The review, completed in fall 2022, outlined a number of findings including:
- Without TDSB’s knowledge or approval, TLC contacted Ontario’s Integrity Commissioner to seek an exemption from the Lobbyist Registration Act, which prohibits publicly funded organizations from retaining paid lobbyists to lobby government ministries. TLC then retained a firm to lobby the provincial government.
- Without TDSB’s knowledge or approval, TLC retained a consulting firm to help them develop their own financial reporting system independent from TDSB.
- TLC retained law firms and a consultant to find ways to avoid application of broader public sector executive compensation laws despite multiple warnings and direction from TDSB senior staff to stop
As a result of these findings, the third-party review made a number of recommendations to strengthen TLC’s legal and financial accountability and to reinforce TLC’s responsibilities to TDSB. The TDSB is taking strong measures to address the challenges identified in the third-party review with interim measures having been put into place and longer term measures currently being developed.
On January 27, 2023, the six Citizen Directors that sit on the board of TLC submitted their resignation. As a result of the vacancies, the Director of Education appointed TDSB Associate Director Stacey Zucker and Interim Associate Director Leola Pon to the TLC Board. While the TDSB recognizes the value of the Toronto Lands Corporation in managing its multi-billion dollar public assets, by ensuring senior staff have a role on the TLC Board, the TDSB will have a stronger voice in the significant decisions made by TLC.
The nomination process to fill four Citizen Director vacancies is currently underway. For those who are interested in playing a key role in the oversight of these significant public assets, additional information will be provided in the near future.