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Ontario One Call Stakeholder Advisory Council – Terms of Reference

Ontario One Call Stakeholder Advisory Council – Terms of Reference

Authority
Ontario One Call is the province’s newest Public Safety Administrative Authority following changes made to its governing legislation, the Ontario Underground Infrastructure Notification System Act, 2012, in 2022. The organization acts as a communications link between buried infrastructure owners and excavators who are planning to dig in the province of Ontario.
Ontario One Call’s mandate is to promote safe excavation and protect underground infrastructure. It is responsible for collecting locate requests from parties that intend to dig, including homeowners and excavators, and notifying the relevant infrastructure owners where and when locates need to take place. Over 1 million locates were requested in 2023 resulting in over 6 million notifications to underground infrastructure owners (UIOs) sent by Ontario One Call.
The Stakeholder Advisory Council (SAC) is a new committee being formed to support OOC in receiving input on major strategic initiatives related to its mandate. Please note, SAC is not a committee of the Board of Directors. SAC provides independent advice to OOC’s executive management team, including the President and CEO.

Purpose and Scope
In support of its mandate to facilitate safe excavation, OOC will solicit the advice and input of stakeholders and partners from the industry through the SAC as a key engagement initiative. The SAC does not replace or overlap with the organization’s Operations Committee, a group made up of sector representatives to advise on technical, operational matters, but efforts will be made to ensure that each committee is supported and used effectively, and that collaboration occurs, including joint meetings where appropriate. The SAC also does not replace direct engagement with the industry that may occur across various initiatives where stakeholder input may be sought.

The council’s purpose is to:

Foster Open Communication

  • Establish an environment of transparency and open dialogue between all council members, promoting mutual understanding and collaboration.

Provide Strategic Guidance

  • Offer valuable insights, perspectives, and recommendations to OOC’s leadership team, ensuring that strategic decisions align with stakeholder interests and expectations.

Identify Emerging Trends and Risks

  • Serve as a forward-thinking advisory body, identifying emerging trends, potential risks, and opportunities within the industry or relevant domains.

Advises on Stakeholder Interests

  • Provides context, history, data and strategic counsel reflecting the diverse interests of various stakeholder groups, ensuring their advice is shared and their concerns are raised.

Enhance Corporate Reputation

  • Contributes to strengthening OOC’s reputation and credibility by demonstrating a commitment to stakeholder engagement and responsible decision-making.

Operating Principles
Members of the SAC will be guided by the following principles:

  • SAC members agree to present the overall views of their respective stakeholders to the best of their abilities.
  • SAC members leave their respective competitive strategies and goals outside of SAC meetings.
  • Although a consensus is preferable, advice to OOC will be used to support internal decision-making.
  • Each member is an equal participant in all aspects of SAC operation; and
  • OOC commits to transparency and open communication related to its activities, plans and the decisions made based on the recommendations of the SAC.

Advisory Council Structure
Members will serve on a voluntary basis, on the approval of OOC, with consideration to criteria approved by the organization.
The SAC shall be composed of up to twelve members, as follows:

  • A Chair appointed by OOC.
  • A Vice Chair appointed by OOC.
  • Representatives which include:
  • At least one user of the services provided by OOC.
  • At least one representative for a Municipality or` association of Municipalities.
  • At least one representative from an association advocating for:
  • Excavators who rely on the services provided by OOC.
  • Underground infrastructure owners.
  • Additional representatives as needed, such as members of regulatory bodies, consumer representatives, and government officials.

Members of the SAC are selected by OOC based on their relevant knowledge and experience in the excavation and construction sectors. They are expected to be committed to present stakeholders’ views on various issues.
OOC will work with the council to ensure a balanced group of industry participates are represented.
When openings occur, SAC members are encouraged to submit names of industry representatives for nomination to the SAC. OOC may elect to recruit new council members by posting open positions on its website or emailing potential candidates directly.

Remuneration and Expenses
SAC members shall serve as such without remuneration and no council members shall directly or indirectly receive any profit from their position.
SAC members may be reimbursed by OOC for reasonable expenses properly incurred by them in the performance of their duties where expenses are not reimbursed by their employers.

Terms of Office
The term of office for SAC members is up to three (3) years. The terms of SAC members shall be staggered to ensure continuity and effective functioning of the SAC. There shall be a maximum of a three (3) year term of office for SAC members and a council member will be eligible for reappointment provided that such council member continues to meet the qualification requirements to be a council member.
Term renewal will be at the discretion of OOC and will be based on member attendance, participation, currency of experience and ability to replace.
To ensure the effectiveness and efficiency of SAC proceedings, the council Chair upon completion of their term is encouraged to remain on the SAC for at least one year as a past chair. This will allow the past chair to provide support to the new Chair in the transition process.
OOC will work with the SAC to evaluate its work and impact annually to ensure it is meeting its goals and objectives as defined in the Terms of Reference.

Alternate Members
To ensure consistency and continuity, SAC members are encouraged to name an alternate member who can attend SAC meetings in their stead should they be unable to attend. Suggested alternate members are to be recommended to the SAC Chair for approval by the council Chair, Vice Chair and OOC.

New Members
Newly appointed members to the SAC will be provided with an orientation which outlines the mandate of the council, the members’ roles and responsibilities and a general overview of the types of issues discussed at the council.

Roles and Responsibilities
SAC Chair:
The SAC Chair is responsible for:

  • Liaising with OOC to establish priorities, a work plan, project plans, and SAC meeting agendas.
  • In conjunction with an OCC senior management, manage the meetings.
  • Meeting with the CEO and the senior management team, and potentially members of the Board of Directors, with respect to matters before the SAC as required; and
  • Providing a written report to the Board annually on the activities of the SAC, aspects of which will be included in OOC’s annual report.

SAC Vice Chair:
The SAC Vice Chair acts as Chair if the Chair is unable to act and will assume the responsibilities of the Chair as noted above.

SAC Secretariat Support
Secretariat support will be provided by the Chief Strategy Officer and the Chief Regulatory Officer. The secretariat will:

  • Provide support to the Chair and SAC to fulfill the functions described above including assisting in the development of a work plan and project plans for priorities, SAC agendas, formal reports, meeting minutes and documents advising on priority activities.
  • Help facilitate meetings to ensure discussions are focused and result in decisions required by the organization.
  • Allocate basic resources and ensure that expense directives are complied with, that members are reimbursed in a timely manner for any out-of-pocket expenses and that accommodations for accessibility are considered and met.

Council Reporting
In coordination with an OOC senior management, the SAC Chair is to prepare an annual report intended to communicate the key accomplishments of the council that occurred during the fiscal year.
Reports are to be submitted, and presented, to the CEO and Senior Management, and Board of Directors sixty (60) days following the end of the fiscal year and will be used as inputs into the organization’s annual report.
The purpose of the annual SAC reporting process is to:

  • Document key activities and recommendations made by the council.
  • Facilitate comprehensive disclosure.
  • Reinforce OOC’s commitment to transparency and public accountability; and
  • Provide the CEO, senior management, and the Board of Directors, the opportunity to review the relationship with, progress and effectiveness of the SAC, and OOC’s ability to support SAC activities.

Analysis of the information presented in the report will be conducted to identify key trends of common issues that require further action. When appropriate, SAC Chair and Vice Chair will have the opportunity to present in person key or critical issues to the CEO and senior management/or OOC Board of Directors.

Meeting Structure and Procedure
Meetings of the SAC will be held at least quarterly. Members will be expected to attend at least 75% of meetings. Meetings will be scheduled in advance and held virtually with up to three in-person meetings yearly. The Chair of the SAC will be responsible for facilitating the meetings, with OOC support, and providing leadership to achieve results. In the absence of the Chair, the Vice Chair will Chair the meeting. Quorum for meetings is a majority of the members of the SAC, or their approved alternate members.
SAC recommendations will be arrived at by consensus where possible.
Agenda and meeting materials will be issued at least seven business days prior to SAC meetings. Meeting minutes and action items for members will be distributed within three (3) weeks after SAC meetings and will be posted on OOC’s website.

Communications
As stakeholder representatives, council members agree to communicate as much information as possible between their industry / associations and the council, so as to ensure recommendations are made that would best meet the needs of the industry at large and that industry is informed of the resultant outcomes.
OOC is committed to ensuring effective communication with the councils and will utilize the following forms to facilitate this:

  • Formal meetings and agenda.
  • Briefing / information notes.
  • Minutes of meetings.
  • Action plan / status reports; and
  • Work plan and project plans.

As the key source of information for stakeholders about the SAC, OOC will keep its website up to date, including the posting of minutes, membership lists, and dates of future meetings.

Confidentiality
Every employee of OOC is required to safeguard the confidentiality of proprietary or sensitive information, audit findings and industry records. This obligation extends to SAC members, and to information or records relating to the SAC. Accordingly, each SAC member must maintain confidential all OOC or third-party information of a proprietary, confidential or sensitive nature including information and records relating to the work of the SAC, which is communicated or disclosed to them or to which they have access in their capacity as a member of the SAC.

Conflict of Interest
It is recognized that members of the SAC may ultimately derive either direct or indirect benefit from the outcome of specific deliberations of the SAC. All members are required to refrain from using their position to gain benefit from or influence any other member, organization or industry sector.
Any conflicts, either real or perceived, must be disclosed prior to every meeting. Determinations on mitigations will be made and employed by OOC.