CentreVenture has refused to release a copy of its conflict of interest policy to CBC News after questions were raised at the city's executive policy committee (EPC) meeting Monday over whether there was a conflict with True North's involvement in a CentreVenture plan to redevelop the former Carlton Inn site.
Questions came from EPC members after it was revealed that True North Sports and Entertainment has an option agreement to develop the former Carlton Inn site.
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True North’s executive chairman Mark Chipman was on the CentreVenture board at the same time his company made an offer to develop the site.
CentreVenture acquired the hotel in 2012 for $6.6 million and has been seeking a buyer ever since.
Councillor Marty Morantz asked if True North benefitted in any way from the information acquired while Chipman was on CentreVenture’s board.
“Would Mr. Chipman have been privy to any information that would have benefitted him in any way with respect to his tenure on the board of CentreVenture vis a vis this contractual relationship that now you have entered into,” asked Morantz.
CentreVenture’s chair said Chipman recused himself.
“I should point out that in each and any case involving this particular site or project Mr, Chipman recused himself on any discussion,” said CentreVenture chairperson, Curt Vossen.
Vossen added the recusals were documented in meeting minutes.
True North signed the option with CentreVenture on Sept. 24, 2014. Chipman resigned from the CentreVenture board in July.
CentreVenture secretary and treasurer Richard Olfert said Chipman resigned “to ensure it was clear that there would be no conflict of interest."
Chipman was still on the board in May 2014, when True North approached CentreVenture with a plan to develop the former Carlton Inn and an adjacent lot into an office, hotel, retail, residential, parking and public plaza. Chipman was also still on the board on June 12, when True North’s option agreement came into effect.
But Chipman had recused himself from these discussions, according to CentreVenture.
Board members need to be careful
“It's a fine line,” said Stan Magidson, president and CEO of the Institute of Corporate Directors. “You have to be careful not to use confidential info that was proprietary to you when you were a board member.”
But the corporate governance expert said the mere fact of being on board would not preclude a member from doing business in the future.
“You need to have processes in place that will enhance the likelihood of even-handed dealings and what's in the best interest of the organization,” said Magidson.
The details of CentreVenture processes are not clear.
CentreVenture refuses to reveal conflict policy
CentreVenture CEO Angela Mathieson refused to provide the CBC with a copy of its conflict of interest policy saying board members are required to approve this disclosure.
Mayor Brian Bowman had questions about the process for one of his supporters during his run for mayor.
“I have a lot of respect for Mark Chipman. I have a lot of respect for what True North has done,” said Bowman. “The questions were raised on the floor of council today in terms of the potential or perceived conflict of interest. We were advised that he recused himself.”
Bowman stated the issue is not so much about True North as it is the processes at City Hall and CentreVenture.
The True North agreement stipulates the price for the Carlton site will be the average of a series of professional appraisals.
“The only point of intersection that would have potentially been there, or perceived to be there, is the matter of value,” said Vossen. “We took that out of True North’s hands for that very purpose.”
Before True North signs any cheques to buy the Carlton Inn site, its plan must be judged to be the best since it will now be put out to a public expression of interest.
The plan to put it to an expression of interest was passed by EPC Monday, but the plan still requires approval from city council.