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RECORD OF DECISIONS

RECORD OF DECISIONS

RECORD OF DECISIONS of a meeting of the Board of Directors of the Canadian Blood Services held at the Head Office, Ottawa, Ontario, on Wednesday December 16, 1998 at 8:30 a.m.

 

 
PRESENT:  
Mary Collins Lynda Cranston
Kenneth J. Fyke William H. Gleed
Frederick Hyndman T. Douglas Kinsella
William R. Livingston Rod MacLennan
Peter H. Pinkerton Linda Rankin
Harvey Schipper Verna M. Skanes
Neil R. Wilkinson Durhane Wong-Rieger
   
REGRETS: Con Hnatiuk
  Linda Rankin
(on December 17, 1998)

being a quorum of the directors of the Corporation, and

 

 
Ken Anderson June Bain
Sophie de Villers,
Secretary to the Meeting
John Johnston
Ian Mumford John Racher
Wesley Rees Samuel Schwisberg
Graham Sher  
   

by invitation.

With the unanimous consent of the meeting, Mr. Fyke took the Chair and Ms. de Villers acted as recording secretary to the meeting.

A quorum of the Directors of the Corporation being present and notice of the meeting having been given to all Directors of the Corporation, the meeting was declared to be duly constituted for the transaction of business.

Ken Fyke introduced several changes to the order of business. ON MOTION duly made, seconded and unanimously carried, IT WAS RESOLVED THAT the agenda be approved as amended.

 

APPROVAL OF THE MINUTES OF NOVEMBER 17, 1998

After review, ON MOTION duly made, seconded and unanimously carried, IT WAS RESOLVED THAT the minutes of the November 17, 1998 meeting of the CBS Board of Directors be approved as presented.

After review, ON MOTION duly made, seconded and unanimously carried, IT WAS RESOLVED THAT the minutes of the November 17, 1998 in-camera session of the CBS Board of Directors be approved as presented.

 

HUMAN RESOURCES COMMITTEE REPORT

After review, ON MOTION duly made, seconded and carried unanimously, IT WAS RESOLVED THAT the establishment of the CBS Final Average Defined Benefit Pension Plan, trust arrangements and appointment of interim Trustees be approved:

WHEREAS Canadian Blood Services ("CBS") assumed from the Canadian Red Cross Society ("Red Cross") effective September 28, 1998, all responsibilities with respect to the collection and delivery of blood supplies in Canada outside the Province of Québec; and

WHEREAS CBS wishes to sponsor, in partnership with designated trade union which have bargaining right for certain employees (" Participating Unions") , a defined benefit plan effective September 28, 1998, for certain CBS employees, including employees who prior to September 28, 1998 were Red Cross employees participating in the Red Cross Plan - Part II; and

WHEREAS CBS and the Participating Unions wish to enter into a transfer agreement with the Red Cross to accept the transfer, from the Red Cross Plan into the Plan, of assets (including surplus) and liabilities relating to specified classes of Plan members;

AND WHEREAS CBS and the Participating Unions have agreed in principle that the Plan shall initially have the following design features:

(a ) final average pay plan with benefit rate of 1.6% for each year of service;

(b) partial indexation after retirement;

(c) minimum termination benefit of twice employee contribution and interest after 10 years of pensionable service;

(d) a small money purchase portion to be phased out over 6 years; and

(e) such other provisions as have been agreed to by CBS and the Participating Unions, as documented in a Summary of Agreement signed by both parties and dated December 11, 1998.

NOW THEREFORE BE IT RESOLVED THAT effective September 28, 1998 CBS approves in principle the establishment of the above-mentioned Plan, subject to further changes agreed to by CBS and the Participating Unions or required by regulatory authorities in order to secure and continue Plan registration.

The proper officers of CBS are hereby authorized and directed, for and on behalf of the CBS, to take all such actions as may be required or necessary for the purpose of giving effect to the foregoing, including, but not limited to:

(f) entering into an Agreement and Declaration of Trust with the Participating Unions; and

(g) appointing

Mr. William Gleed
Mr. Harvey Geddes
Mr. John Johnston
Ms. Faye Strike, as alternate

as interim trustees under the Agreement and Declaration of Trust for a period not exceeding 6 months; and

(h) entering into any other agreements with any party to effect and implement the Plan; and

(I) completing any filings with regulatory authorities having jurisdiction over the Plan; and

(j) taking all such actions as are necessary to effect the transfer to the Plan of assets (including surplus) and liabilities from the Red Cross Plan - Part II in respect of specified classes of Plan members who participated in the Red Cross Plan prior to September 28, 1998.".

After full review and discussions, ON MOTION duly made, seconded and carried unanimously, IT WAS RESOLVED THAT the establishment of the CBS Defined Contribution Pension Plan be established and a funding agreement with Standard Life be approved:

WHEREAS Canadian Blood Services ("CBS") assumed from the Canadian Red Cross Society ("Red Cross") , effective September 28, 1998, all responsibilities with respect to the collection and delivery of blood supplies in Canada outside the Province of Québec; and

WHEREAS CBS wishes to establish a defined contribution plan effective September 28, 1998, for certain CBS employees, including employees who prior to September 28, 1998 were Red Cross employees participating in the Red Cross Plan - Part I;

AND WHEREAS CBS wishes to enter into an agreement with the Red Cross to accept the transfer of employee and employer accounts and surplus from the Red Cross Plan into the defined contribution plan;

NOW THEREFORE BE IT RESOLVED THAT CBS will establish a defined contribution plan with the following CBS and members contribution levels.

CBS contribution levels:

  • 1. basic contributions of 4% of members= pay from September 28, 1998 to January 31,1999 and 6.75% of members= pay from February 1, 1999;
    2. grandfathered contributions ranging from 0.4% of pay at age 43 to 9.3% at age 64 and over for employees who benefited from similar grandfathered contributions under the Red Cross Plan; and
    • until November 30, 2004, additional contribution of 50% (maximum 1% of pay) of the member contributions (maximum 2% of pay) to the optional contribution feature of the defined contribution plan in respect of members who were making such optional contributions to the plan on December 1, 1998.
Member contribution levels:
    • basic contributions of 4% of members' pay from September 28, 1998 to January 31, 1999 and 4.75% of members' pay from February 1, 1999.
    • until November 30, 2004 member contributions (maximum 2% of pay) to the optional contribution feature of the defined contribution plan may be made by members who were making such optional contributions to the Plan on December 1, 1998.
BE IT FURTHER RESOLVED THAT effective September 28, 1998, the Canadian Blood Services Defined Contribution Pension Plan (the "Plan") is hereby adopted.

AND BE IT FURTHER RESOLVED THAT CBS shall be authorized to enter into a funding contract with an insurance or trust company for the purposes of the Plan, and change the funding agent from time to time and that the funding contract signed on December 3, 1998 is hereby confirmed, approved and adopted.".

 

SAFETY, SCIENCE AND ETHICS COMMITTEE REPORT

After discussion and review, ON MOTION duly made, seconded and unanimously carried, IT WAS RESOLVED THAT, at the earliest opportunity, the CBS initiate a process to test for hepatitis C the "stored" samples in Toronto and Winnipeg, and inform hospitals and donors of the results of these tests as they become available.