The TTC held a regular Board Meeting on January 19 with a rather light agenda.

Although there was the usual CEO’s Report, there was no discussion on the item. In past articles I have written about the shortcomings of this report, and that ties in with a major item later in the agenda.

The second report and presentation covered subway and streetcar closures for capital works in 2022 with details of the 2023 plan and a brief outlook into 2024. My article about this report has been updated with a few new maps and clarifications.

There was one deputant who spoke about facilitating subway replacement shuttles with paid duty officers and TTC staff to direct traffic, and the need for TTC to have more powers to do this so that they can supplement the available police. This evolved into a discussion of special constable powers that wandered quite substantially from the topic under discussion. It never really addressed the basic concern that subway shuttles can be mired in traffic.

One Commissioner asked about posting more information about projects, and for a moment I hoped this would turn into a discussion about the chaotic state of public information and operation of replacement services. Alas, the interest was more in the usual “good news” type of publicity saying to the public “look at the great maintenance we are doing”. Riders just want to know where to find reliable replacement service through the blizzard of outdated or inaccurate notices that appear both in hard copy and online.

At the beginning of a new Board’s term, an important briefing covers the duties and responsibilities of Board members under various law and regulations, notably the duty of care for safety of employees and passengers. The presentation was given by the TTC’s General Counsel, Michael Atlas, and the Chief Safety Officer, Betty Hasserjian.

It is not sufficient that the Board know that management is regularly monitoring and auditing the organization, but that there is a reporting mechanism to ensure the Board knows what is happening. This is supposed to occur via the CEO’s Report, but past experience shows that the Board rarely questions whether the data, the Key Performance Indicators (KPIs) in that report tell a complete and accurate story. This shows up commonly in the wide gap between the quality of service riders complain of constantly and the much rosier view in the CEO’s Report.

In the course of her presentation, Hasserjian noted that the reporting requirements for major incidents on the system were approved by the Board in July 2021. What she did not mention was that this came after a big wake-up call to the Board when they discovered that a “near miss” between subway trains had occurred in June 2020 at Osgoode Station, but it was not reported to the Board until the story surfaced in the Toronto Star on June 4, 2021.

See: The “Near Miss” At Osgoode Station

There was a presentation on the incident in a private session of the Board on June 16, 2021 at which they approved the following:

That the TTC Board direct the Chief Executive Officer to alert the Board when an incident meeting the identified thresholds for escalation occurs and subsequently report to the Board once a comprehensive review or investigation has been completed.

The new policy was presented at the July 2021 public meeting.

The TTC has implemented an Escalation and Notification Protocol, which requires that the Board be advised of all incidents that meet the following criteria:
1. Any Level 3 investigation. Level 3 investigations are conducted for our most serious incidents under the supervision of Senior Management and review and approval by the Executive. For occupational incidents, these investigations will address incidents where the amount and type of hazardous energy involved would most likely result in a fatality. For customer or public incidents, the consequence would be multiple fatalities.
2. Any near miss of revenue trains on the mainline.
3. Any safety investigation involving a 3rd party review.
4. Any matter at the discretion of the CEO or Chief Safety Officer.

It is truly astounding that such a policy was not already in place, and that it took a “near miss” plus a year’s delay and media reporting to trigger its inclusion. One small but key word in point four is “or” that allows the Chief Safety Officer to bypass the CEO.

Needless to say, there was nothing in the CEO’s Report presented at the July 2020 Board Meeting about the incident.

The fundamental point about “oversight” by a Board of Directors is that they have an active role. It is not to micromanage day-to-day operations, but to set policies and directions, and to ensure that there are reliable mechanisms in place for them to monitor how these are carried out.

This is summarized in Atlas’ presentation at page 5 where he lists the typical involvement of Directors of a corporation:

• strategic planning
• risk management
• oversight/supervision of management
• organization‘s values and policies
• ensuring obligations to stakeholders are understood and met
• major corporate decisions

Sadly the TTC Board does very little of this work preferring to rubber stamp management proposals and assume that all is well. One glaring problem, particularly concerning in today’s financial situation, is that past attempts to form a Budget Committee or to organize a meeting simply to discuss overall corporate direction have foundered for lack of interest.

There is an Audit & Risk Management Committee, and it does review management plans and performance, to the degree that these are reported. This is an exception to a generally laissez faire attitude.

The Board should not trust that all is well until the next crisis appears out of the blue on the front pages.