Report to/Rapport au :

 

Corporate Services and Economic Development Committee

Comité des services organisationnels et du développement économique

 

and Council / et au Conseil

 

14 November 2008 / le 14 novembre 2008

 

Submitted by/Soumis par: Steve Kanellakos, Deputy City Manager, City Operations / Directeur municipale adjoint, Opérations municipales

 

Contact Person/Personne ressource: Gordon MacNair, Manager, Real Estate Services

Real Property Asset Management/Gestion des actifs des biens immobiliers

(613) 580-2424 x 21217, Gordon.MacNair@Ottawa.ca

 

city-wide / À l’Échelle de la ville

Ref N°: ACS2008-COS-RPM-0063

 

 

SUBJECT:

 

DEVELOPMENT CORPORATIONs FOR CITY OWNED LANDS

 

 

OBJET :

SOCIÉTÉS D’AMÉNAGEMENT POUR TERRAINS APPARTENANTS À LA VILLE

 

 

REPORT RECOMMENDATIONS

 

That the Corporate Services and Economic Development Committee recommend to Council that:

 

1.                  In accordance with the findings of the Best Practices Studies regarding disposal and development of municipal properties as outlined in Documents 1 & 2, the City continue, in accordance with leading edge municipal practices to use internal resources for the disposal of surplus City properties and to use development corporations on a project by project basis for undertaking City property development initiatives;

 

2.                  As part of its governance structure, the City continue to clearly separate the responsibilities of the City’s real estate functions, as currently carried out by the Real Property Asset Management Branch (RPAM), from the City’s planning, regulatory and program functions to allow Council to balance competing interests when making real property decisions;

 

3.                  The City proceed with the incorporation of the Community Lands Development and Manotick Mill Corporations as described in Documents 3 & 4;

 

4.                  Upon incorporation of the Community Lands Development Corporation (CLDC), the City transfer its Longfields Subdivision lands, as described in this report and shown in Document 5 in order for the CLDC to take action to comply with the conditions for registration to enter into a subdivision agreement with the City; and to proceed with the sale of the lands on behalf of the City with all sales revenue accruing to the City;

 

5.                  In advance of the transfer of the Longfields Subdivision lands to the CLDC, the City immediately offer for sale at current market value and with conditions to reflect the draft plan approval conditions and the transfer to the CLDC, the Neighbourhoods #3 & #4 and the Institutional Bocks as shown in Document 5 and as described in this report;

 

6.                  Before transferring any lands in the Centrepointe Town Centre (CTC) to the CLDC to implement the CTC Concept Plan, as shown in Document 6, the City continue to work with Algonquin College on exploring joint development opportunities for the City and the College within the CTC, including securing additional public and private sector funding to the benefit of both parties; and

 

7.                  Upon incorporation of the Manotick Mill Quarter Corporation (MMQC), the City transfer to the MMQC the Mill Quarter properties as described in this report, and shown as Parcels “A”, “B”, “D” & “E” on the Annex “A” plan attached as Document 7, to carry out the mandate of the MMQC as outlined in Document 4.

 

 

RECOMMANDATIONS DU RAPPORT

 

Que  le Comité des services organisationnels et du développement économique recommande ce qui suit au Conseil :

 

1.                  Conformément aux constatations qui se sont dégagées des études des meilleures pratiques relatives à la vente et à l’aménagement des biens fonciers municipaux, lesquelles pratiques sont décrites aux documents 1 et 2, que la Ville continue, selon ses pratiques municipales avant-gardistes, d’exploiter ses ressources internes pour vendre ses biens fonciers excédentaires et de recourir, au cas par cas, aux sociétés d’aménagement pour entreprendre des projets de mise en valeur visant les biens fonciers municipaux;

 

2.                  Conformément à sa structure de gouvernance, que la Ville maintienne une distinction claire entre les responsabilités relatives aux fonctions immobilières municipales, dont s’acquitte actuellement la Direction de la gestion des biens immobiliers (DGBI), et celles liées aux fonctions d’urbanisme, de réglementation et de gestion de programmes afin de permettre au Conseil d’équilibrer les intérêts divergents lorsqu’il doit prendre des décisions en matière d’immobilier;

 

3.                  Que la Ville aille de l’avant avec la constitution de la Société d’aménagement des terrains communautaires et de la Société du moulin de Manotick, décrites aux documents 3 et 4;

 

4.                  Qu’une fois la Société d’aménagement des terrains communautaires (SATC) constituée, que la Ville procède au transfert des terrains du projet de lotissement Longfields, tel que décrit dans le présent rapport et montré au document 5, afin que la SATC puisse prendre les mesures nécessaires pour se conformer aux modalités d’inscription; conclure une entente de lotissement avec la Ville; et procéder à la vente des terrains pour le compte de la Ville, toutes les recettes de vente étant versées à la Ville;

 

5.                  Avant de procéder au transfert des terrains du projet de lotissement Longfields à la SATC, que la Ville mette immédiatement en vente les terrains des quartiers no 3 et 4 et les îlots à vocation institutionnelle figurant au document 5 et décrits dans le présent rapport, et ce, à leur valeur marchande courante et assortis de conditions reflétant les exigences d’approbation du plan provisoire et les conditions du transfert des biens fonciers à la SATC;

 

6.                  Avant de transférer tout terrain du centre d’activités Centrepointe (CAC) à la SATC en vue de la mise en œuvre du plan conceptuel du CAC, présenté au document 6, que la Ville continue de travailler avec le Collège Algonquin afin d’explorer des possibilités d’aménagement conjoint pour la Ville et le Collège à l’intérieur du centre d’activités Centrepointe, y compris l’obtention de fonds publics et privés supplémentaires qui serviront les intérêts des deux parties; et

 

7.                  Une fois la Société du quartier du moulin de Manotick (SQMM) constituée, que la Ville transfère à cette dernière les biens fonciers du Quartier du moulin décrits dans le présent rapport et identifiés comme les parcelles « A », « B », « D » et « E » sur le plan de l’annexe A au document 7, afin de permettre la réalisation du mandat de la SQMM décrit au document 4.

 

 

BACKGROUND

 

Development Corporation - Municipal Best Practices

 

In 2007, an audit was performed on the Carp River Watershed study and related projects and the Audit Report was received and tabled by Council on 23 April 2008. 

 

On 6 May 2008, the Corporate Services & Economic Development Committee (CSEDC) considered Recommendation # 4 of the Audit Report, which stated:

 

“That the City develop a policy for Council approval to not participate in landowners groups, including selling the subject lands or putting them in a blind trust.”

 

Staff was directed by CSEDC to prepare a report for its consideration that would:

 

·        explore the terms of reference for an independent development corporation for appropriate City owned lands (surplus / impacted by development land - subject to development potential - as examples);

·        be reviewed by the Governance team to ensure that it is consistent with the mid-term governance report;

·        include a mechanism to ensure that Council maintains its right to direct the independent development corporation to seek specific zoning, amenities, plans and kinds of construction in the public interest, on each of the specific parcels of land or projects under the authority of the independent development corporation;

·        report on an appropriate mechanism for full disclosure of the City’s role and interest in development projects and initiatives where the City may have a potential conflict of interest.

 

As a result, the City engaged the services of P3 Advisors to undertake a Best Practices Survey on Development Corporation in the Municipal Sector with the purpose of:

 

·     identifying best practices associated with the disposition of surplus lands and land development including exploring what models public sector organizations use in order to best achieve their objectives, with an emphasis on the municipal sector;

·     providing input on the merits and challenges of the different models; whether there is a potential conflict of interest and finally, where relevant, highlights on governance.  

 

The best practices study undertaken by P3 Advisors included:

 

·        conducting consultations with municipalities across Canada;

·        undertaking a desk review of existing development practices of other Canadian municipalities and governments;

·        making observations on the development practices/models;

·        analyzing the business models related to land development; 

·        identifying key influencing factors and conclusions; and

·        summarizing the applicability to Ottawa.

 

In addition, the City also engaged the services of Professor James McKellar of McKellar Associates Limited, a noted academic in the field of public property, to prepare a report independently from the P3 Advisors study addressing from an academic perspective three fundamental approaches for land development used by public sector entities:

 

·        in-house delivery;

·        separate public sector owned entities structured to deliver the initiatives;

·        combination of in-house delivery and special purpose vehicle(s).

 

Unlike the P3 Advisors study, the McKellar report does not rely on new research, additional fact finding, or further investigative work. Neither does the report directly address issues that prompted the study. 

 

The executive summaries from the P3 Advisors Report dated October 2008 and the McKellar Report dated August 2008 are attached to this report as Documents 1& 2 respectively.

 


City of Ottawa Development Corporations

 

On 10 October 2007, Council approved the establishment of the Community Lands Development Corporation (CLDC) for the Implementation of the Longfields Subdivision and Centrepointe Town Centre (CTC) projects as set out in Document 3.

 

On 28 November 2007, Council approved the establishment of the Manotick Mill Quarter Corporation (MMQC) to implement the Manotick Mill Quarter project as set out in Document 4.

 

 

DISCUSSION

 
Recommendation # 1

 

P3 Advisors Best Practices Survey on Development Corporations in the Municipal Sector

 

The P3 Advisors report states, as set out in Document 1, that:

 

“The survey illustrated that all of the municipalities that were interviewed manage their day-to-day real estate services internally.  The majority of the municipalities also dispose of surplus properties using internal resources”;

 

“Special Purpose Vehicles were established for projects where the Cities felt that they could achieve other municipal objectives by having some involvement throughout the development process rather than selling off the properties and then attempting to introduce requirements”;

 

“It is clear from this best practices review that Development Corporations are delivery vehicles.  In all cases, the municipalities continue to retain the decision making function as to what projects or properties are transferred to the corporation for development. As a result, the type of business model that was adopted in each case was more closely tied to the type of opportunity than the municipal setting none of the municipalities that use development corporations relies solely on those corporations”;

“The current model being used by the City of Ottawa is in line with leading practices.  The City now operates under a Corporate Landlord model, in which the City’s properties are held and managed centrally, and undertakes land developments through Special Purpose Vehicles where the key factors are present and disposes of the remainder of its surplus property - with or without participating in development through its In-House resources.”

 

McKellar Best Practices Survey on Development Corporations in the Municipal Sector

 

The McKellar report states, as set out in Document 2, that:

 

“The in-house model is the most prevalent municipal model in Canada as it leverages a municipality’s existing resources, policies, procedures and reporting relationships and affords local politicians the level of control over the administration that they often demand.  Even when cities launch into alternative models, they are likely to keep the existing in-house model intact.”

 

“Alternative models to the in-house model begin to offer distinct advantages for large land dispositions that are often termed “strategic” dispositions whereby the municipality seeks to create additional value prior to disposition, overlay various public policy objectives, and tackle infrastructure deficiencies.”

 

“The combination of in-house delivery and a special purpose vehicle (hybrid model) works well at the municipal level where land disposition for a given parcel can involve a myriad of stakeholders, is subject to specific and oftentimes unique mandates from Council, and requires close collaboration between various city departments.  In these circumstances, there is typically a Council decision that must be implemented through a collaborative effort and implementation becomes the challenge.”

 

“The apparent simplicity of the “omnibus” corporation (“Canada Lands” model) may be appealing, but this model introduces a whole new set of challenges at a municipal level and may increase and not diminish the risks involved at a local level. There are currently no omnibus corporations in place at a municipal level in Canada.”

 

On the basis of the findings of the above best practices surveys it is recommended that the City continue, in accordance with leading edge municipal practices, to use internal resources for the disposal of surplus City properties and to use development corporations on a project by project basis for undertaking City property development initiatives.

 

Recommendation # 2

 

P3 Advisors Best Practices Survey on Development Corporations in the Municipal Sector

 

The P3 Advisors report states, as set out in Document 1, that:

 

“In assessing the concept of potential or perceived conflicts of interest, this study focused on the following definitions:

 

·        a conflict of interest arises when anyone has two duties which conflict;

·        any relationship that is or appears to be not in the best interest of the organization. A conflict of interest would prejudice an individual's ability to perform his or her duties and responsibilities objectively.

 

“It is important to note the difference between a “conflict of interest” as described above and “conflicting or competing interests”.  Corporations and public entities - like other businesses - are faced with making business choices between different objectives and priorities.  The merits of each option are weighed and the decision is made based on what Corporations or Councils feel is in their best interest.  Governance frameworks are established to set-out the parameters and authorities under which these decisions are made.  They become the checks and balances to ensure the integrity of the decision-making process.” 

 

“In the public sector context, diligence is further institutionalized as a result of legislative requirements (Municipal Act), scrutiny (Freedom of Information) and transparency.  A public entity that chooses between its different business objectives and priorities is not in a conflict of interest as long as it is not doing so for the purposes of favouring a third party.  Balancing competing interests is one of the major functions performed by Municipal Councils.”

 

“Through the “Corporate Landlord” structure, the City has further ensured the segregation of duties between the regulators (planning) and the real estate professionals who are responsible for land developments, either through an ethical wall or by establishing a separate special purpose vehicle.”

 

“It is clear from the Carp River Watershed Audit report that there was no conflict of interest with respect to the Real Property Asset Management Branch’s (RPAM) attending meetings of the Kanata West Project Owners’ Group (KWOG).”

 

“With respect to concerns about a perceived conflict of interest related to RPAM’s involvement in KWOG’s meetings, it is clear that RPAM’s involvement related to protecting the City’s property interests for ongoing programs and understanding the financial implications to the City as a landowner. In this regard, the City is not a signed party to the KWOG agreement and, furthermore, attending meetings as landowner was consistent with the City’s OP policy requirement for all landowners in the Kanata West area to financially participate in funding KWOG costs.”

 

“In fact, RPAM’s involvement is an excellent example of how the separation of responsibilities of the real estate function (Corporate Landlord) from the planning, regulatory and program functions allows for Council to balance competing interests when making real property decisions.”

 

McKellar Best Practices Survey on Development Corporations in the Municipal Sector

 

The McKellar report states, as set out in Document 2, that:

 

“In situations where the municipality is both the owner and regulatory authority, public officials must be made aware of any potential conflicts through full disclosure; have the opportunity to access legal counsel to address any issues that may arise and be afforded the right to exercise their prerogatives in their duel role as land owner and regulator with full understanding of the implications of their decisions.  This applies even with municipal land development corporations since Provincial legislation requires that a municipal corporation with a Board must still have majority control reside with elected officials.”

 

“Some jurisdictions have established a “firewall” within the administrative structure to achieve a functional separation at the departmental level between those responsible for planning and regulatory functions and those responsible for real estate land functions.  In theory, Council is then the final arbitrator between the two sides.  For specific land development activities, this may be easier to implement with a corporation model than with the in-house model.”

 

On the basis of the findings of the above best practices surveys it is recommended that the City, as part of its governance structure, continue to clearly separate the responsibilities of the City’s real estate functions, as currently carried out by the Real Property Asset Management Branch (RPAM), from the City’s planning regulatory and program functions to allow Council to balance competing interests when making real property decisions.

 

Recommendation # 3

 

While staff has moved forward with the implementation of the Community Lands and Manotick Mill Quarter Projects, as set out in the Background section of this report, the incorporation of the proposed Community Lands and the Manotick Mill Quarter Corporations has been left pending until a Council decision with respect to findings of the staff report regarding CSEDC’s 6 May 2008 directive to explore the terms an independent development corporation for appropriate City owned lands.

 

Now that the Longfields Subdivision and Manotick Mill Quarter projects are both at the stage where a corporate vehicle is required to implement the projects as approved by Council in November 2007, and given the findings of the best practices surveys set out in Documents 1 & 2 and resulting Recommendation 1 of this report, it is recommended that the City now proceed with the incorporation of the Community Lands Development and Manotick Mill Corporations as described in Documents 3 & 4.

 

Recommendation # 4

 

Once the Community Lands Development Corporation (CLDC) is incorporated, a transfer of the Longfields Subdivision lands, as outlined in Document 5, from the City to CLDC is required in order for the CLDC to take action to comply with the conditions for registration; to enter into a subdivision agreement with the City and to proceed with the sale of the lands on behalf of the City subject to the transfer agreement requiring that all sales revenue accrue to the City. 

 

Recommendation # 5

 

In November 2007, Council, as set out in Document 3, directed staff to:

 

a)    undertake the necessary studies and design work required for registration of the plan of subdivision and subdivision agreement;

b)       prepare Request for Proposals (RFP’s) in 2007, as described in this report, for:

i)      the sale of the Neighbourhood # 1 1ands (Beatrice to Woodroffe area) (Phase 1A) on a serviced lot/block basis with the City establishing the sales price and urban/architectural design guidelines/criteria for selecting the best proposal for a high standard of community design; and

ii)     the sale of the Neighbourhood # 3 lands (Highbury Park Drive area), (Phase 1B) on an unserviced lands basis with the City establishing the sales price and environmental guidelines/criteria for selecting the best proposal for a demonstration “green community”; and

c)    report back to the Corporate Services and Economic Development Committee and Council with respect to the above RFP processes set out in this report prior to initiating the call(s) for proposals.

 

With the proposed extension of the Southwest Transitway adjacent to the Longfields Subdivision now scheduled to be completed by the end of 2010 and draft plan approval in place, the lands in Neighbourhood’s #3 (6.02 ha / 14.8 ac.) and Neighbourhood #4 (16.57 ha. / 40.94 ac.), as shown in Document 5, are now considered in the marketplace as immediately developable.

 

The sale of those lands will provide significant revenue to the City not only to meet the revenue targets set out in the City’s budget but potentially additional revenue to fund the potential servicing for Neighbourhood #1.

 

In addition, there is strong user demand for the Institutional Blocks in Neighbourhood #1 (2.28ha./5.63ac adjacent to Woodroffe) and in Neigbourhood #2 (1.2 ha./2.98ac. adjacent to Beatrice) as shown in Document 5.

 

As a result, it is recommended that the City proceed immediately with the sale of the lands in Neighbourhoods #3 & #4 and the Institutional Blocks in Neighnourhoods #1 & #2 at current market value and with conditions to reflect the draft plan approval conditions and the transfer to the CLDC.

 

Recommendation # 6

 

The implementation of the CTC Concept Plan will require substantial further development planning.  In that regard, it is clear that, by continuing to work together the City and Algonquin College can explore joint development opportunities for the both within the CTC that securing additional public and private sector funding to the benefit of both parties.

 

The transfer of lands in the CTC to the Community Lands Development Corporation is therefore considered to be premature at this time.

 

Recommendation # 7

 

With the City’s acquisition of the Manotick Mill Quarter properties (shown as Parcels “A”, “B”, “D” & “E” on the Annex “A” plan attached as Document 7) now complete, and upon incorporation of the Manotick Mill Quarter Corporation (MMQC), the transfer of these properties is required for carrying out the mandate of the MMQC as outlined in Document 4.

 

 

ENVIRONMENTAL IMPLICATIONS

 

The environmental work for the Community Lands Development and Manotick Mill Quarter projects has been, and is being, carried out as required, or deemed appropriate, in accordance with City policies on a project specific basis.

 

 

CONSULTATION

 

Community consultation for the Community Lands Development and Manotick Mill Quarter projects has been, and is being, carried out as required, or demand appropriate, on a project specific basis.

 

 


HOUSING FIRST POLICY

 

The sale of the Longfields Subdivision lands is subject to the City’s Housing First policy and, in that regard, staff is working with the Nepean Non-Profit Housing Corporation to provide opportunities for affordable housing in Neighbourhood #4 including inclusionary housing opportunities as part of other builders projects.

 

 

FINANCIAL IMPLICATIONS

 

The recommendations of this report have no immediate financial impact and the financial implications related to the sale of lands resulting from the process set out in Recommendation #5 will be specifically identified in further staff reports dealing with the specific sale(s) of the lands.

 

 

SUPPORTING DOCUMENTATION

 

Document 1 - Best Practices Survey on Development Corporations in the Municipal Sector - P3 Advisors October 2008

Document 2 - Best Practices Survey on Development Corporations in the Municipal Sector James McKellar, McKellar Associates Limited 12 August 2008

Document 3 - Community Lands Development Projects

Document 4 - Manotick Mill Quarter Project

Document 5 - Longfields Subdivision Lands

Document 6 - Centrepointe Town Centre Concept Plan Updated November 2008

Document 7 - Manotick Mill Quarter Land Parcels

 

 

DISPOSITION

 

Upon approval of the Recommendation #3, the Real Estate Services Division will assist Legal Services in having the Community Lands Development (CLDC) and Manotick Mill Quarter (MMQC) Corporations incorporated and subsequently having the Longfields Subdivision lands transferred to the CLDC and the Mill Quarter lands to the MMQC.

 

Upon approval of the Recommendation #5, the Real Estate Services Division will actively market the lands set out in the recommendation.

 

 


DOCUMENT 1

 

Best Practices Survey on Development Corporations

in the Municipal Sector

 

P3 Advisors

October 2008

 

Executive Summary

 

Introduction

 

The Best Practices Survey was undertaken to provide information to respond to a directive given on 6 May 2008 by the Corporate Services and Economic Development Committee to explore terms of reference for an independent development corporation for the disposition of surplus lands and land development. This directive stemmed from concerns outlined in the 2007 Carp River Watershed Audit report (received and tabled at the Council meeting of 23 April 2008) regarding perceived conflicts of interest related to the potential development of City owned lands in the Kanata West area. 

 

The Survey did not focus on economic development corporations nor did it take into consideration corporations that were constituted for the purposes of delivering programs (e.g. social housing). 

 

The Best Practice Survey involved: a consultation process; desk review and analysis of the observations.  The survey was conducted over the summer (June to August 2008) and solicited input from a number of municipalities across the country.  Complementary information was also sought regarding provincial and federal crown corporations, and similar corporations in the United States and United Kingdom, that are responsible for development.  The survey findings were supplemented by desk research and analysis. 

 

Survey Findings

 

The Best Practices Survey identified three delivery models for the disposition of surplus land and land development:

 

Model #1:  In-House Delivery Only

Model #2:  Combination of In-House Delivery and Special Purpose Vehicle(s)

Model #3:  Staffed Independent Land Development Corporation (not for profit or for profit)

 

The survey illustrated that all of the municipalities that were interviewed manage their day-to-day real estate services internally.  The majority of the municipalities also dispose of surplus properties using internal resources (model #1).  It is important to note that those municipalities generally have a limited amount of land for development and are generally smaller municipalities.  Calgary is the only municipality that has a staffed independent corporation (Model #3) for one of its developments with the remainder of that municipality’s delivery being done by in-house staff.

 

The City of Toronto is currently considering, the creation of two independent corporations with the intent of replacing and broadening the mandate, currently held by the City of Toronto Economic Development Corporation (TEDCO), as follows:

 

 “Build Toronto” a real estate development corporation with a mission focused on unlocking value in underutilized lands owned by the City and its related Agency, Boards and Commissions (ABC’s); stimulating job creation; and neighbourhood regeneration.

 

“Invest Toronto” a marketing and promotion corporation with a mission focused on marketing Toronto as an investment opportunity.

 

The intention is that the significant industrial real estate portfolio now controlled by TEDCO will be transferred or turned over to Build Toronto and, eventually, all other underutilized City/ABC lands with development potential will also be transferred or turned over to Build Toronto. However, unlike Ottawa, Toronto does not have in place a “Corporate Landlord” that centrally holds and manages the municipality’s real property assets. Therefore, Toronto needs, and intends, to create a City-wide real estate strategy in order to identify how the City may best utilize and leverage its real property assets to meet its financial and non-financial objectives before transferring any of those other assets to Build Toronto.  As a result, Build Toronto will remain, at least until the City adopts its City-wide real estate strategy, as essentially an Economic Development Corporation dealing mainly with the management and disposition of the TEDCO properties.    

 

The use of land development corporations does not preclude the use of In-House Delivery for property disposals or development.  None of the municipalities that use development corporations (model #2 or #3) relies solely on those corporations.  As a result, the key consideration is to ensure that there is strong In-House portfolio management team to support Council on making strategic decisions, supported by appropriate delivery mechanisms, which could include a combination of all three models depending on the size, development timeframe, investment/financing requirements, objectives and priorities of the municipality.

 

Special Purpose Vehicles were established for projects where the Cities felt that they could achieve other municipal objectives by having some involvement throughout the development process rather than selling off the properties and then attempting to introduce requirements.  In the only case where a Model #3 is currently used, it is for a very complex development, which required significant investment in order to be viable.  The investment will be capitalized over a 20-year period.  Where independently staffed corporations are used, including the federal organization that was reviewed (Canada Lands Company), the focus is primarily to address or achieve financial objectives.

 

The Ontario government does not deliver land development projects through a separate corporation.  Ontario Realty Corporation, the Ontario government equivalent of the Corporate Landlord, is responsible for property dispositions.  It achieves best value by assessing, and where possible implementing measures to ensure “best use” prior to disposal.  Infrastructure Ontario, the Crown Corporation responsible for supporting government programs through the management of Alternative Finance and Procurement (similar to P3s), seeks to leverage their ability to bundle projects and functions (design, build, finance and maintain) to generate best value for the Province.  In all of the Infrastructure Ontario projects, the properties are retained by government or the program group (e.g. hospitals).

 

It is clear from this best practices review that Development Corporations are delivery vehicles.  In all cases, the municipalities continue to retain the decision making function as to what projects or properties are transferred to the corporation for development. As a result, the type of business model that was adopted in each case was more closely tied to the type of opportunity than the municipal setting

Conflict of Interest Considerations

 

In assessing the concept of potential or perceived conflicts of interest, this study focused on the following definitions:

 

·        A conflict of interest arises when anyone has two duties which conflict.[1] 

·        Any relationship that is or appears to be not in the best interest of the organization. A conflict of interest would prejudice an individual's ability to perform his or her duties and responsibilities objectively.[2]

 

It is important to note the difference between a “conflict of interest” as described above and “conflicting or competing interests”.  Corporations and public entities – like other businesses - are faced with making business choices between different objectives and priorities.  The merits of each option are weighed and the decision is made based on what Corporations or Councils feel is in their best interest.  Governance frameworks are established to set-out the parameters and authorities under which these decisions are made.  They become the checks and balances to ensure the integrity of the decision-making process. 

 

In the public sector context, diligence is further institutionalized as a result of legislative requirements (Municipal Act), scrutiny (Freedom of Information) and transparency.  A public entity that chooses between its different business objectives and priorities is not in a conflict of interest as long as it is not doing so for the purposes of favouring a third party.  Balancing competing interests is one of the major functions performed by Municipal Councils

 

The Best Practices Survey, through a consultation process, also addressed the matter of potential, perceived or actual conflicts of interests.  Clearly municipalities are faced with making decisions between conflicting or competing interests but the delivery models in themselves do not have any inherent conflicts of interest.  The participants in the Survey were of the opinion that the only situations where there could be a perceived conflict of interest were cases where the approval body (generally planning) and the implementation unit (real estate) fell under the same department head.

 

Applicability to Current City of Ottawa Model

 

The current model being used by the City of Ottawa is in line with leading practices.  The City now operates under a Corporate Landlord model, in which the City’s properties are held and managed centrally, and undertakes land developments through Special Purpose Vehicles where the key factors are present and disposes of the remainder of its surplus property - with or without participating in development through its In-House resources.  Through the “Corporate Landlord” structure, the City has further ensured the segregation of duties between the regulators (planning) and the real estate professionals who are responsible for land developments, either through an ethical wall or by establishing a separate special purpose vehicle. 

 

By adopting a combination of In-House Delivery and special purpose vehicles, the City of Ottawa’s practices are consistent with the Best Industry Practices.  Both the Community Lands Development Corporation (CLDC) for Longfields Subdivision and Centrepointe Town Centre Projects and the Manotick Mill Quarter Corporation satisfy the criteria for the establishment of a Special Purpose Vehicle.  The benefits of adopting this approach include:

·          single point of accountability, since the delivery unit is generally centralized and has a strategic real estate vision;

·        ability to balance the municipal objectives, pillars and guiding principles;

·          there is a clearer segregation of duties between the approval bodies and project;     implementation than in the in-house model;

·          flexibility to address business issues related to the development, including the ability to enter into subdivision agreements;

·          focus on community engagement and consultation, enabling a higher degree of community; buy in, empowerment and active participation.  Ability to maintain a focused delivery; approach built on community objectives;

·        clear understanding of municipal processes and procedures;

·        good understanding and appreciation of the long term vision as it relates to properties;

·        understanding of the internal dynamics of the municipality;

·        high degree of working relationships with other department officials;

·        ability to remain focused on implementation of the project;

·          obligation to adhere to fair, open, transparent practices that are inline with municipal policies;

·        continue to adhere to public rules and accountability (procurement and sale).

 

As part of the Corporate Landlord model, the City of Ottawa has adopted a centralized portfolio and asset management strategy which links and a balances its corporate long-term program objectives with real estate objectives and strategies.  This “Corporate Real Estate Office” function is currently being provided by the joint efforts of the Real Estate Services and Comprehensive Asset Management Divisions of the Real Property Asset Management Branch (RPAM) in keeping with the Branch’s general mandate. 

 

Although this function is being performed and recognized at a Branch level, the importance of the function is not fully recognized within the overall corporate organization and decisions that can adversely affect the corporate value (both financial and non-financial) of City’s real estate portfolio can, and are being, made without the early and full input of RPAM’s real estate and asset management expertise. As a result, it is more difficult than necessary for the City to achieve its corporate objectives in an efficient, effective and economical manner when real property portfolio management aspects are involved.

 

The benefits of formalizing the Corporate Real Estate Office role within the overall corporate organizational structure include:

·        greater emphasis on proactive strategy development;

·        application of appropriate checks and balance when making portfolio decisions (e.g. land swapping; sale versus development, etc.);

·        ability to gather strategy demand intelligence on current and evolving departmental priorities and provide inputs early in the process on the real estate implications;

·        communications between real estate directions and the program groups in order to promote greater integration of real estate into their decisions;

·        look for opportunities to contribute to municipal policy objectives.

 

With a Corporate Real Estate Office approach the value of the asset to the corporation, both financial and non-financial, is better recognized within the overall corporate organization.  Certain tests are conducted in order to ensure that decisions are made with the long term financial impacts considered in every case. The opportunity value is factored into the decision, as are the overall public sector objectives.  There is also an acknowledgement that, unlike other developers, the public sector entity does not hold properties for investment purposes. 

 

Carp River Watershed Audit Report - Conflict of Interest Concerns

 

It is clear from the Carp River Watershed Audit report that there was no conflict of interest with respect to the Real Property Asset Management Branch’s (RPAM) attending meetings of the Kanata West Project Owners’ Group (KWOG).

 

With respect to concerns about a perceived conflict of interest related to RPAM’s involvement in KWOG’s meetings, it is clear that RPAM’s involvement related to protecting the City’s property interests for ongoing programs and understanding the financial implications to the City as a landowner. In this regard, the City is not a signed party to the KWOG agreement and, furthermore, attending meetings as landowner was consistent with the City’ OP policy requirement for all landowners in the Kanata West area to financially participate in funding KWOG costs.

 

In fact, RPAM’s involvement is an excellent example of how the separation of responsibilities of the real estate function (Corporate Landlord) from the planning, regulatory and program functions allows for Council to balance competing interests when making real property decisions. In that regard, the Kanata West Concept Plan, created through the efforts of the KWOG, called for the City to relocate its Public Works and Services (PWS) Works Yard and Snow Disposal Facilities, located at 1655 Maple, to another location outside the Kanata West area to provide for other development. The Maple Grove property is the City’s most significant property holding in the Kanata West area. As a result, in a report, considered by Council on 28 November 2008, RPAM recommended, based on consultations and analysis undertaken with PWS, that a minimum 16 acre parcel be retained by the City for the continued operation and redevelopment of the Public Works and Services (PWS) Works Yard at 1655 Maple Grove.   The report also noted that once the planned disengagement by PWS of the SDF is complete (2010), the City has the option to retain the associated land component of 12 hectares (29.8 acres) for strategic purposes or sell all or part of the asset at market value.

 

As a result, Council approved the staff recommendation and also approved a further recommendation directing staff to bring forward a report to the Corporate Services and Economic Development Committee by Q4, 2009 on the proposed disposition of “Parcel 3” with options for the proceeds of the sale to be applied to the debt-financing fund used for the construction and relocation for the works operation on the property or that it be used to fund the site acquisition, design and construction of the alternate snow dump

 

Recommendations

 

It is felt, therefore, that the current operating model is appropriate and the need for additional terms of references for an independent corporation is pre-mature.  Based on the results, we recommend the following, that:

·          the City formally raise the profile, within the City’s organizational structure, of the corporate real estate portfolio management role being carried out by the Real Property Asset Management Branch in order to maximize the effectiveness of that function. Leading practices emphasize the importance of having a cohesive and comprehensive approach to acquisition, disposition and strategic management of land, properties and space;

·          the City continue to use a combination of In-House Delivery and special purpose vehicle(s) on a project by project basis.  Adopting a SPV is consistent with leading practices in cases where the development is longer-term; has a specific set of municipal objectives; and where there is a strong political drive to move the project ahead,.  This should be balanced with simpler transactions which can be done by the in-house team without having recourse to a SPV; 

·          where the City is seeking to develop a large area that requires significant long-term investment/ financing, Council may consider using, on a case-by-case basis, a staffed independent land development corporation In both the Waterfront Toronto and Calgary examples, the development corporations had a specific purpose; where long-term commitments and required a business approach to raising funding or financing for the project to be successful.  In both cases, the municipalities continued to do property dispositions using internal resources;

·          the real estate and land development roles remain segregated from the planning, regulatory and program delivery roles within the City’s organizational structure in order to ensure the City’s real estate portfolio is managed corporately when dealing with competing/conflicting interests and to minimize perceptions of conflict of interest.


DOCUMENT 2

 

Best Practices Survey on Development Corporations in the Municipal Sector

 

James McKellar

McKellar Associates Limited

12 August 2008

 

 

 

SUMMARY

 

Improving the management of government property assets is still a work in progress, even in countries and cities that are regarded as advanced.  Today we have the benefit of some successes and some failures in approaches to the disposition of public lands and through lessons learned there is evidence of steady progress toward creative solutions.  Many of these creative solutions involve alternative delivery vehicles, but that is not to discount the effectiveness of the in-house model, or some combination of the two.  What have we learned?

·      There is no right way, only a best way.  The best way is a crafted arrangement in response  to particular circumstances, the mandate, and the level of autonomy that a government is willing to convey, the risks it is willing to take, availability of in-house skills and resources, market timing, and the political climate of the day.

·      One model is not better than another.  Each has its particular strengths and weaknesses.  A decision on which route to follow must be based on a sound business case predicated on mandate and context. There is no “silver bullet”.  The disposition of public assets is a complex process involving many stakeholders, a myriad of expectations, a high level of public scrutiny, and political risks, each of which must be carefully managed. 

·      Special purpose vehicles offer some distinct advantages in particular situations. They can offer the prospect of both an improved governance model for decision-making and delivery systems that are more effective and efficient in maximizing the value of assets to be disposed of. 

·      A number of challenges at the municipal level must be addressed. These must be addressed by elected officials and include a clear understanding and definition value, as well as how it is measured; the assignment of risks and rewards in the value chain; matters of accountability; and conflict of interest issues, both real and perceived.

·      The in-house model is the most prevalent municipal model in Canada as it leverages a municipality’s existing resources, policies, procedures and reporting relationships and affords local politicians the level of control over the administration that they often demand.  Even when cities launch into alternative models, they are likely to keep the existing in-house model intact.

·      Alternative models to the in-house model begin to offer distinct advantages for large land dispositions that are often termed “strategic” dispositions whereby the municipality seeks to create additional value prior to disposition, overlay various public policy objectives, and tackle infrastructure deficiencies.

·      The combination of in-house delivery and a special purpose vehicle (hybrid model) works well at the municipal level where land disposition for a given parcel can involve a myriad of stakeholders, is subject to specific and oftentimes unique mandates from Council, and requires close collaboration between various city departments.  In these circumstances, there is typically a Council decision that must be implemented through a collaborative effort and implementation becomes the challenge.

·      The apparent simplicity of the “omnibus” corporation (“Canada Lands” model) may be appealing, but this model introduces a whole new set of challenges at a municipal level and may increase and not diminish the risks involved at a local level. There are currently no omnibus corporations in place at a municipal level in Canada.

·      In situations where the municipality is both the owner and regulatory authority, public officials must be made aware of any potential conflicts through full disclosure; have the opportunity to access legal counsel to address any issues that may arise; and be afforded the right to exercise their prerogatives in their duel role as land owner and regulator with full understanding of the implications of their decisions.  This applies even with municipal land development corporations since Provincial legislation requires that a municipal corporation with a Board must still have majority control reside with elected officials.

·      Some jurisdictions have established a “firewall” within the administrative structure to achieve a functional separation at the departmental level between those responsible for planning and regulatory functions and those responsible for real estate land functions.  In theory, Council is then the final arbiter between the two sides.  For specific land development activities, this may be easier to implement with a corporation model than with the in-house model.

 

 


DOCUMENT 3

 

COMMUNITY LANDS DEVELOPMENT PROJECTS

Community Lands Development Corporation

 

On 10 October 2007, Council considered a staff report , “Community Lands Development Project - Implementation Strategy” (ACS2007-BTS-RPM-0008), and approved as follows:

 

·        the establishment of the “Community Lands Development Corporation” (CLDC), as a “holding company” for the City’s Longfields Subdivision and Centrepointe Town Centre (CTC) lands;

·        recommendations for the implementing the City’s Longfields Subdivision project; and

·        deferred approval of recommendations for implementing the CTC project.   

 

Draft Plan approval was received for the Longfields Subdivision on 11 September 2008 and the associated Zoning By-law amendments came into full force and effect as of 2 October 2008.

 

On 14 November 2007, Council then approved the recommendations for implementing the CTC project. At he same meeting, Council also indicated its support for Algonquin College’s development concept for a Centre for Construction Trades and Building Sciences and Health Sciences Education Facility (“the Algonquin Project”).

 

Council directed staff to hold in reserve and ultimately make available for development as part of the Algonquin Project two parcels of land abutting Baseline Station in the CTC with a total area of approximately 1.62 hectares (4 acre) for potential college facilities subject to further Council approval of an Agreement between the City and Collage prior to the land transfers that will address all relevant issues (e.g. senior level government funding, environmental and transit objectives).

 

Staff was also directed to work with Algonquin College to explore development opportunities for other academic/institutional uses within the Centrepointe Town Centre area as part of the Centrepointe Town Centre development planning process.

 

Further transportation analyses have been carried out as part of the local transportation master plan process for the CTC and a Functional Design and Land Preservation Study for the Baseline Station / Transitway in the CTC area, based on the rapid transit network in the City’s TMP as approved by Council on 28 May 2008 and the CTC transportation analyses, has been completed as a guide to transit and development planning in the CTC.

 

City and Algonquin College staff/consultants worked collaboratively since June 2008 to solve technical, design, integration, and phasing issues with respect to integrating the proposed building projects with the rapid transit facilities in the CTC as defined by the functional design work. This process is the first test of integrating a LRT/BRT transfer station into a mix-used centre as a significant urban place beyond simple transit functionality.

 

As a result, a staff report “Centrepointe Town Centre - Baseline Station/Transitway Functional Design & Algonquin/City Archives Projects” (Ref N°: ACS2008-ICS-DCM-0007) is being forwarded for consideration at the joint meeting of the Transportation and Transit Committees on 19 November 2008. The report includes recommendations to:

 

 

Existing Council Approvals

 

On 10 October 2007, Council considered a staff report “Community Lands Development Project - Implementation Strategy” (Ref.#ACS2007-BTS-RPM-0008) and approved recommendations #’s 1, 4, & 5a and deferred consideration of recommendations #’s 2, 3, & 5b which were subsequently approved by Council on 14 November 2007. The approved recommendations are as follows:  

 

“That Council:

 

1.     Proceed with the development of the Longfields Subdivision lands on a phased basis, as described in this report, subject to registration of a plan of subdivision and on condition that a development agreement is executed prior to transfer of the lands from the City, and staff be directed to:

 a)   undertake the necessary studies and design work required for registration of the        plan of subdivision and subdivision agreement;

   b)   prepare Request for Proposals (RFP’s) in 2007, as described in this report, for:

        i)  the sale of the Neighbourhood # 1 1ands (Beatrice to Woodroffe area) (Phase    1A) on a serviced lot/block basis with the City establishing the sales price and urban/architectural design guidelines/criteria for selecting the best proposal for a high standard of community design; and

 ii)  the sale of the Neighbourhood  # 3 lands (Highbury Park Drive area), (Phase 1B) on an unserviced lands basis with the City establishing the sales price and environmental guidelines/criteria for selecting the best proposal for a demonstration “green community”; and

c)   report back to the Corporate Services and Economic Development Committee and Council with respect to the above RFP processes set out in this report prior to initiating the call(s) for proposals.

 

2.      Authorize staff to continue with due diligence investigations/development plan design work for the Centrepointe Town Centre (CTC) project and, in order to assist in establishing the Corporate priorities in the budget process for the key transportation initiatives set out in the Centrepointe Town Centre Concept Plan as described in this report, staff be directed to:

 

a)   prepare a transportation master plan for the CTC based on the road network concept established from the Community Workshop process and initial due diligence investigations;

b)   prepare a transportation demand management demonstration plan for the CTC including a parking management strategy/implementation plan; and

c)      work collaboratively with Algonquin College with respect to the potential development of College facilities adjacent to and integrated with, the Baseline Transit Station consistent with the Centrepointe Town Centre Concept Plan.

 

 3.      Proceed with Phase 1 of the Centrepointe Town Centre Project in 2007, as described in this report, by:

a)       declaring the parcel of land, shown on the Annex “A” plan attached to this report, containing approximately 4424.0 m2 being part of PIN 04692-0314 as surplus to the City’s needs;

b)      waiving those internal procedures for the disposal of surplus properties as set out in Schedule B of By-law 2002-38 that apply to the internal and external circulation of surplus properties, potential for housing, and publicly marketing the property for sale, with respect to the sale of the land set on the Annex “A” plan attached to this report;

c)      approving the sale of land, as set out on the Annex “A” plan attached to this report, to Uniform Developments & Leasing Ltd., for $800,000.00 plus GST pursuant to an Agreement of Purchase and Sale that has been received.

 

4.      Proceed with the establishment of a Community Lands Development Corporation (holding company) for the Longfields Subdivision and Centrepointe Town Centre projects, as described in this report, by:

 

a)  approving this report and the  “Corporate Purposes” and the “Corporate Structure and Organizational Direction” set out in Documents 3 & 4 attached hereto as the Business Case Study for establishing the Community Lands Development Corporation; and

b) authorizing staff to proceed with the incorporation of the Community Lands   Development Corporation for the Longfields Subdivision and Centrepointe Town Centre projects in accordance with the Business Case Study set out above and also in accordance with the provisions of the Municipal Act, 2001, as amended, and the Business Corporations Act .

 

5.      Direct staff to report back to CSEDC and Council with recommendations pertaining to the following:

 

a)    the transfer of surplus lands from the City to the Community Lands Development   Corporation; and

b)    the transfer of some, or all, of the proceeds of  sale from the Annex “A”  property to the Community Lands Development Corporation to assist in  funding the infrastructure for the Centrepointe Town Centre Project.

 

Community Lands Development Corporation Business Case Study

 

The Council approved Business Case Study for the Community Lands Development Corporation sets out the Corporate Purposes and the Corporate Structure & Organizational Directions as follows:

 

Corporate Purposes

 

The Community Lands Development Corporation is to be incorporated for the following purposes:

·        plan, subdivide, and develop/redevelop City owned properties within the project areas for the Longfields Subdivision and Centrepointe Town Centre projects identified in the Council approved Corporate Plan for residential, commercial, industrial, public, recreational, institutional, religious, charitable or other use;

·        acquire and hold land within the project areas for the Longfields Subdivision and Centrepointe Town Centre projects;

·        clear, grade, service, or otherwise prepare the development corporation’s sites;

·        improve, beautify and maintain City-owned land, buildings and structures, within the project areas for the Longfields Subdivision and Centrepointe Town Centre projects beyond the standard provided at the expense of the City generally and promote community improvement for these project areas;

·        sell, lease or otherwise dispose or encumber all or part of the development corporation’s sites;

·        enter into Municipal Capital Facility Agreements;

·        enter into agreements for planning and implementing the Longfields Subdivision and Centrepointe Town Centre projects; and

·        construct, operate, maintain and own, including ownership of the land related thereto, one or more of the following facilities:

(i) Recreation, tourism and cultural facilities;

(ii) General parking facilities; and

(iii) Public transportation systems.

 

Corporate Structure and  Organizational Direction

 

·        single non-profit corporation under Part III of the Corporations Act with the City as sole shareholder;

·        minimum of five (5) members of the Council of the City of Ottawa to be members of the board of directors of the corporation;

·        initial board of directors to be the Mayor, the Councillor for Ward 3 (Barrhaven), the Councillor for Ward 8 (College) and two other Councillors to be appointed by Council; 

·        initial officers of corporation to be appointed by the City Manager from members of City’s Executive and Senior Management teams;

·        corporation projects will be undertaken only in accordance with objectives and development plans approved by Council;

·        budgets of the corporation will be subject to Council approval;

·        properties and facilities will be purchased by the corporation from the City on the basis of market value at the time of the purchase;

·        funding for the corporation, including funds for land purchases from the City will be provided by the City only on a loan basis of a loan subject to repayment by the corporation, as a first priority, from the net proceeds of its development projects;

·        resources for the corporation, unless otherwise authorized by its board of directors of the corporation, will be purchased from the City on a cost recovery basis with the prime resource being an independent unit of RESD with capability and responsibility to implement strategic real estate development projects;

·        services provided by the City to the development corporation will be in accordance with approved City policies and procedures except where otherwise authorized by Council and the Board of Directors of the corporation; and

·        within 5 years of the date the corporation is incorporated, the City shall undertake an evaluation and review of the corporation’s operations with respect to:

 (a)  the usefulness and continued provision by the City of financial or other assistance to the corporation, and

 (b)  the possible winding-up of the corporation

 


DOCUMENT 4

 

MANOTICK MILL QUARTER PROJECT

 

Manotick Mill Quarter Corporation

 

On 28 November 2007, Council approved as follows:

 

·        the acquisition of properties in the Mill Quarter District of the Village of Manotick; and

·        the establishment of the Manotick Mill Quarter Corporation (MMQC), as a “holding company”, to develop/redevelop those properties in a manner that will to ensure the preservation and enhancement of the heritage buildings and character of the “Mill Quarter” as set out in the provisions Village of Manotick Plan contained in the Official Plan.

 

The City completed the purchases of the Clapp and Holloway properties, Parcels “D” & “E” as shown in Document 7, on 3 April & 15 April 2008 respectively.

 

The purchase of the RVCA properties, Parcels “A” & “B” as shown in Document 7, was completed on 31 October 2008 and a Heritage Easement Agreement for the Watson's Mill property, Parcel “C” as shown in Document 7, together with the City’s associated first Option to Purchase the Mill property were also registered on title at the same time.

 

Existing Council Approvals

 

On 28 November 2007, Council considered and a staff report (Ref. # ACS2007-BTS-RPM-0045) and approved recommendations a follows:

 

That Council:

 

1.  Approve the establishment of a Manotick Mill Quarter Corporation (holding company), as described in this report, in accordance with the Business Case Study set out in Document 1 attached hereto;

 

2.  Approve the acquisition in fee simple of two (2) parcels of land consisting of a combined land area of approximately 4056 sq. m. owned by the Rideau Valley Conservation Authority (RVCA) and known as the Dickinson House, the Carriage House and Weaver’s House being Parcel “A” and the Ayer’s Building being Parcel “B”, as shown on the Annex “A” sketch attached to this report, for the consideration of $1,400,000 plus GST subject to final adjustments on closing and the following condition. The RVCA would be required to enter into a heritage easement agreement with the City for the Watson’s Mill property, being Parcel “C”, as shown on the Annex “A” sketch attached to this report, and to agree to transfer the Watson’s Mill property to Watson’s Mill Manotick Inc. for $1 subject to the City being provided with an option to purchase this property for $1 if Watson’s Mill Manotick Inc. at any time offers the Mill property for lease or sale;

 

3.  Approve the acquisition in fee simple of a 2144 sq. m. parcel of land, owned by the Estate of Anna Dorothy Clapp, described as Part of Lot 1, Concession A, Broken Front, North Gower; Part Lot 1 N/S Bridge Street, Plan 15 As In NG13177; City of Ottawa (PIN: 03903-1114) and being Parcel “D” as shown on the Annex “A” sketch attached to this report, for the consideration of $590,000 plus GST subject to final adjustments on closing;

 

4.  Approve the acquisition in fee simple of a 1648 sq. m. parcel of land, owned by Maurice Holloway, described as Part of Lot 1, Concession A, Broken Front, North Gower, As In NG10893; City of Ottawa (PIN: 03903-1158) and being Parcel “E” as shown on the Annex “A” sketch attached to this report, for the consideration of $250,000 plus GST subject to final adjustments on closing;

 

5.  Approve the transfer of the properties, shown as Parcels “A”, “B”, “D” & “E” on the Annex “A” sketch attached to this report to the Manotick Mill Quarter Corporation subject to the repayment and heritage and easement conditions and the public use covenants set out more particularly in Document 2 of this report;

 

6.  Direct staff to continue to pursue with Watson’s Mill Manotick Inc., Energy Ottawa and Parks Canada, the potential for and economic viability of generating electrical power at Watson’s Mill; and

 

7.  Approve a grant to Dickinson Heritage Management Inc. (DSHMI) in an amount not to exceed $25,000 to be used to offset the actual costs incurred by DSHMI in the preparation of its business plan as described in this report. 

 

On 9 July 2008, Council approved a recommendation of the Agriculture and Rural Affairs Committee as follows:

 

That Council waive the Rules of Procedure to approve the addition of a representative from Dickinson Square Heritage Management (DSHMI) and one from Watson’s Mill Manotick Inc. (WMMI) on the initial Manotick Mill Quarter Corporation Board of Directors”

 

Manotick Mill Quarter Corporation Business Case Study

 

The Council approved Business Case Study for the Manotick Mill Corporation sets out the Corporate Purposes; the Corporate Structure & Organizational Directions; and the Conditions for Transfer of Properties from the City to Manotick Mill Quarter Corporation as follows:

 

Corporate Purposes

 

The Manotick Mill Quarter Corporation is to be incorporated for the following purposes:

 

·        formalize and maintain Dickinson Square as an open space, primarily for public use, to reflect the heritage character of the Mill Quarter and provide enhanced opportunities for heritage and cultural events;

·        plan, subdivide, and develop/redevelop properties within the “Mill Quarter” area in the Village of Manotick, as required to ensure the preservation and enhancement of the heritage buildings and character of the “Mill Quarter” according to the provisions set out in the Village of Manotick Plan included in Volume 2C of the City’s Official Plan, for a heritage cultural centre with opportunities for arts and heritage programming and community activities and for commercial accommodation, boutiques, galleries, craft and other specialty outlets, museums, restaurants, and studios;

·        acquire and hold land within, and adjacent to, the “Mill Quarter” area;

·        clear, grade, service, or otherwise prepare the Manotick Mill Quarter Corporation sites;

·         improve, beautify and maintain City-owned land, buildings and structures, within the “Mill Quarter” area beyond the standard provided at the expense of the City generally and promote community improvement for the Mill Quarter and adjacent areas;

·        sell, lease or otherwise dispose or encumber all or part of the Corporations sites;

·        enter into Municipal Capital Facility Agreements;

·        enter into agreements for planning and implementing the Corporations projects; and

·        construct, operate, maintain and own, including ownership of the land related thereto, one or more of the following facilities:

(i)     recreation, tourism and cultural facilities;

(ii)    general parking facilities; and

(iii)   public transportation facilities.

 

Corporate Structure and Organizational Direction

 

·        single non-profit corporation under Part III of the Corporations Act with the City as sole shareholder;

·        minimum of five (5) members of the Council of the City of Ottawa to be members of the board of directors of the corporation;

·        initial board of directors to be the members of the Agricutural and Rural Affairs Committee;

·        initial officers of corporation to be appointed by the City Manager from members of City’s Executive and Senior Management teams;

·        corporation projects will be undertaken only in accordance with objectives and development plans approved by Council;

·        budgets of the corporation will be subject to Council approval;

·        properties and facilities will be purchased by the corporation from the City on the basis of market value at the time of the purchase;

·        funding for the corporation, including funds for land purchases from the City will be provided by the City only on the basis of a loan which shall be subject to repayment by the corporation, as a first priority, from the net proceeds of its development projects (prepaid long-term property leases or sales);

·        resources for the corporation, unless otherwise authorized by the board of directors of the corporation, will be purchased from the City on a cost recovery basis with the prime resource being an independent unit of the Real Estate Services Division with capability and responsibility to implement strategic real estate development projects;

·        services provided by the City to the development corporation will be in accordance with approved City policies and procedures except where otherwise authorized by Council and the Board of Directors of the Corporation; and

·        within 2 years of the date the corporation is incorporated, the City shall undertake an evaluation and review of the corporation’s operations with respect to:

 (a)  the usefulness and continued provision by the City of financial or other assistance to the corporation, and

 (b)  the possible winding-up of the corporation 

 

Conditions for transfer of Properties from City to Manotick Mill Quarter Corporation

 

1.      The Manotick Mill Quarter Corporation, in accordance with the Business Case Study, shall repay to the City all costs associated with acquisition and holding of the properties, shown as Parcels “A”, “B”, “D” & “E” on the Annex “A” sketch attached to this report, by creating an appropriate prepaid long-term property lease or sales revenue;

 

2.      The Manotick Mill Quarter Corporation shall enter into heritage easement agreements with the City for the Dickinson House, the Carriage House, Weaver’s House and Ayer’s Building properties prior to the lease or sale of these properties; and

 

3.     The Manotick Mill Quarter Corporation shall formalize and maintain Dickinson Square as an open space, primarily for public use, to reflect the heritage character of the Mill Quarter and provide enhanced opportunities for heritage and cultural events in consultation with Dickinson Square Heritage Management Inc. (DSHMI) and Watson’s Mill Inc.
DOCUMENT 5

 

LONGFIELDS SUBDIVISION LANDS


 


DOCUMENT 6

 

CENTREPOINTE TOWN CENTRE CONCEPT PLAN

UPDATED NOVEMBER 2008

 

 

   

 

     Key Uses                                     Updated Concept Plan                      Key Initiatives               

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


DOCUMENT 7

MANOTICK MILL QUARTER LAND PARCELS

 

 

                             

 

 



[1] http://en.wikipedia.org/wiki/Conflict_of_interest

[2] http://internal-audit.web.cern.ch/internal-audit/method/glossary.html