ONE JIB

Regular Board Meeting

Minutes

Meeting #:

Date:

Tuesday, November 25, 2025 at 10:00 A.m. - 3:00 P.m.

Location:

AMO Office

155 University Avenue - Suite 800, Toronto, ON M5H 3B7

Members Present:

• Board Chair B. Hughes
• Board Vice-Chair G. James
• J. Dowty
• C. Dyer
• H. Franken
• C. Fraser
• J. Giles
• D. Leckman
• S. Pountney
• S. Rettie
• N. Taylor
• R. Wainwright-van Kessel

Staff Present:

• J. Dezell, Co-President/Co-CEO, ONE Investment
• D. Herridge, Co-President/Co-CEO, ONE Investment
• H. Douglas, WeirFoulds LLP, Legal Counsel
• W. Egan, WeirFoulds LLP, Legal Counsel
• E. Foo, Chief Compliance Officer, ONE Investment
• J. Hagan, Program Manager, ONE Investment
• J. Hess, Manager of Investments, ONE Investment
• D. Kelly, Board Secretary
• C. Macdonald, Manager of Investments, ONE Investment
• J. Song, Board Coordinator, ONE Investment
• K. Taylor, Chief Investment Officer, ONE Investment
• M. Takishita, Client Services Representative

Outsourced Chief Investment Officer (OCIO):

• Outsourced Chief Investment Officer (OCIO), PH&N Institutional:
  M. Leclair, CFA, Vice President and Portfolio Manager
  P. Purcell, CFA, Managing Director and Portfolio Manager
  D. Rae, CFA, Portfolio Manager
  D. Lambert, CFA, Managing Director and Senior Portfolio Manager, Head of European Equities
  E. Kuiper, CFA, Portfolio Manager, European Equities
  F. Fuller, Product Specialist, European and International Equities

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1.

Land Acknowledgement

Board Chair Hughes made the following statement on behalf of the Board:

We recognize that our work as ONE Joint Investment Board and the work of municipalities, take place on traditional Indigenous territories across Ontario. We recognize and respect the history, languages, and cultures of the First Nations, Metis, Inuit and all Indigenous people whose presence continues to enrich our communities.

2.

Disclosures of Pecuniary Interest

There were no disclosures of pecuniary interest.

3.

Minutes of Previous Meeting

3.a

Approval of September 11, 2025 ONE JIB Meeting Minutes

• Moved by Board Member Fraser

  THAT the Minutes of the September 11, 2025 ONE JIB Regular Meeting be approved as circulated.

  Carried

3.b

Business Arising from September 11, 2025 ONE JIB Meeting Minutes

• Board Chair Hughes indicated that at the September 11, 2025 ONE JIB Meeting, the Board approved holding a private Education Session on October 1^st, 2025, for the purpose of receiving information about prudent investor offerings. As planning for the meeting evolved, it was determined that a formal meeting of the Board in the form of a closed education session under the Municipal Act was not necessary.

4.

Communications

4.a

Resignation - Board Member Taylor

• Moved by Board Member Dowty

  THAT the Board receive the letter of November 25, 2025, and accept the resignation from Board Member Taylor.

  Carried
• Board Chair Hughes expressed his personal appreciation and the appreciation of the entire Board for all the expertise and input that Board Member Taylor has provided to the Board.
• Moved by Board Member Franken

  THAT the Board refer the recruitment of a new Board Member to the Nominating Committee.

  Carried

5.

Board Committee Report

There were no Board Committee Reports.

6.

Delegations

6.a

Municipality of Oliver Paipoonge

Wayne Hanchard, CAO/Clerk, made a presentation on behalf of the Municipality of Oliver Paipoonge, including some of its financial challenges, its investment portfolio, and its path to the Prudent Investor program.

• Moved by Board Member Taylor

  THAT the Board receive the presentation from Mr. Hanchard on behalf of the Municipality of Oliver Paipoonge.

  Carried

7.

Reports

7.a

Township of Georgian Bay and Municipality of Oliver Paipoonge – Request to Join ONE JIB

• Moved by Board Member Wainwright-van Kessel

  THAT the Board:

  1. Accept the Township of Georgian Bay and the Municipality of Oliver Paipoonge as Participating Municipalities with ONE JIB.
  2. Authorize the Chair and Board Secretary to execute the ONE JIB Agreements on behalf of ONE JIB with the Township of Georgian Bay and the Municipality of Oliver Paipoonge as Participating Municipalities with ONE JIB.

                         

  Carried

7.b

Township of Georgian Bay's Investment Plan 2025

• Moved by Board Member Wainwright-van Kessel

  That recommendation 3 be amended to add “Model D.”

  Carried
• Moved by Board Member Wainwright-van Kessel

  THAT the Board adopt the recommendations in the report, as amended, as follows:

  1. Receive the Township of Georgian Bay’s Investment Policy Statement (Attachment 1).
  2. Receive the Township of Georgian Bay’s Municipal Client Questionnaire (Attachment 2).
  3. Approve the Township of Georgian Bay’s proposed Investment Plan – Model D (Attachment 3).
  Carried

7.c

Municipality of Oliver Paipoonge’s Investment Plan 2025

• Moved by Board Member Wainwright-van Kessel

  That recommendation 3 be amended to add “Model F.”

  Carried
• Moved by Board Member Wainwright-van Kessel

  THAT the Board adopt the recommendations in the report, as amended, as follows:

  1. Receive the Municipality of Oliver Paipoonge’s Investment Policy Statement (Attachment 1).
  2. Receive the Municipality of Oliver Paipoonge’s Municipal Client Questionnaire (Attachment 2).
  3. Approve the Municipality of Oliver Paipoonge’s proposed Investment Plan –Model F (Attachment 3).
  Carried

8.

Consent Items

• Moved by Board Member Pountney

  THAT the Board adopt consent items 8.a, 8.b, 8.c, 8.d, 8.e, 8.f and 8.g together with the recommendations contained in the related staff reports, as follows:

8.a

Risk and Audit Committee Update – Q4 2025

Recommendation: Receive the Report

8.b

Board Skills Matrix Review Fall 2025

Recommendation:

1. Approve the ONE JIB Skills Matrix in Attachment 1 (confidential)
2. Direct ONE Investment staff to provide the Board with the next review of the skills matrix in Fall 2026

8.c

Investment Plan Implementation Update September to November 2025

Recommendation: Receive the Report

8.d

Municipal Performance Reports Q3 2025

Recommendation: Receive the Report

8.e

Compliance Report Asset Class and Target Weight Allocations

Recommendation: Receive the Report

8.f

Strategic Plan – Q3 2025 Progress

Recommendation: Receive the Report

8.g

Municipal Insights Report Q4 2025

Recommendation: Receive the Report

• Carried

9.

Investment Oversight

9.a

Investment Manager Oversight Q3 2025

• Moved by Board Member Franken

  THAT the Board adopt the recommendation in the report as follows:

  1. Approve the removal of the PH&N Overseas Equity Fund and the addition of the RBC International Equity Index Fund to the approved funds list.
  Carried

9.b

Investment Manager's Quarterly Reporting and Analysis Q3 2025 - PH&N Institutional Presentation (see Item 12.a which will be considered in Closed Session immediately following this Item.)

The following representatives from PH&N Institutional made a presentation on  the Investment Manager’s Quarterly Reporting and Analysis Q3 2025:

Martin Leclair, CFA, Vice President and Institutional Portfolio Manager        

Paul Purcell, CFA: Managing Director and Institutional Portfolio Manager

Dylan Rae, CFA, Institutional Portfolio Manager,

together with:

David Lambert, CFA, Managing Director and Senior Portfolio Manager, Head of European Equities,

 

Elma de Kuiper, CFA, Portfolio Manager, European Equities and

 

Freddie Fuller, Product Specialist, European and International Equities

• Moved by Board Member Giles

  THAT the Board receive the presentation.

  Carried
• (see Minute 12.a for the closed session consideration of a matter related to this item that occurred prior to the following lunch break.)
• Moved by Board Member Fraser

  THAT the Board recess for lunch.

  Carried
• The Board recessed at 1:01 p.m. and reconvened at 1:44 p.m.

9.c

Annual Review of Participating Municipalities’ Investment Plans - Town of Aylmer, Town of Bracebridge, Township of Central Frontenac, City of Kenora, Municipality of Red Lake and City of Thunder Bay

• Moved by Board Member Rettie

  THAT the Board adopt the recommendations in the report, as follows:

  1. Receive the Investment Policy Statements (IPS) and Municipal Client Questionnaires (MCQ) from the following Participating Municipalities, summarized in the table below:

  Municipality	MNRI Value     September 30, 2025	IPS	MCQ
  Town of Aylmer	$2,001,450	Attachment 1	Attachment 2
  Town of Bracebridge	$8,920,838	Attachment 4	Attachment 5
  Township of Central Frontenac	$3,158,043	Attachment 7	Attachment 8
  City of Kenora	$72,205,190	Attachment 10	Attachment 11
  Municipality of Red Lake	$2,429,944	Attachment 13	Attachment 14
  City of Thunder Bay	$142,080,629	Attachment 16	Attachment 17

   

  2. Approve the following Investment Plans, which are summarized in the table below:

  Municipality	Contribution (withdrawal) of MNRI	Current Consolidated Equity Exposure	Proposed Model Assigned (equity weight)	Allocation to Alternative Investments	Investment          Plan
  Town of Aylmer	N/A	75 %	Model E+       (Equity = 50%)	Permits	Attachment 3
  Town of Bracebridge	N/A	70%	Model G                (Equity = 70%)	Does not permit	Attachment 6
  Township of Central Frontenac	+$500,000 Now   +$500,000 in-year contribution in 2026	Model F (60% Equity)	Model F (60% Equity)	Does not permit	Attachment 9

   

  Municipality	Contribution (withdrawal) of MNRI	Current Consolidated Equity Exposure	Proposed Model Assigned (equity weight)	Allocation to Alternative Investments	Investment          Plan
  City of Kenora	-1,600,000 in-year withdrawal	CPTF = 30%	Model E+ (50% Equity)	Permits	Attachment 12
  	+$500,000 for General Account	General = 55%	Model E  (50% Equity)
  Municipality of Red Lake	$110,000	Model D (40% Equity)	Model D (40% Equity)	Does not permit	Attachment 15
  City of Thunder Bay	N/A	46%	Model E+ (50% Equity)	Permits	Attachment 18

  Carried

10.

Board Governance and Administrative Matters

10.a

Board Governance Self-Evaluation Report – Fall 2025

• Moved by Board Vice-Chair James

  THAT the Board adopt the following recommendations in the report, as follows:

  1. Receive the report.
  2. Direct ONE Investment staff to bring forward the 2025 Board Governance Self-Evaluation Survey in the fourth quarter.
  Carried

10.b

2026 Futures List

• Moved by Board Member Fraser

  THAT the Board adopt the following recommendations in the report, as follows:

  1. Approve the 2026 Futures List.
  Carried

11.

Strategy and Policy

There were no reports under this heading.

12.

Closed Session

The Board considered the item in Minute 12.a in closed session immediately following the item referred to in Minute 9.b and prior to its lunch break. It considered the items in Minutes 12.b and 12.c separately following its lunch break.

• Part 1 of the Closed Session
• Moved by Board Member Pountney

  12.a Oversight and Fund Update from PH&N Institutional – Commercial or Financial Information Supplied in Confidence to the Board – s.239(2)(i) of the Municipal Act

  THAT the Board move into closed session for the purposes of considering an Oversight and Fund update that is commercial or financial information supplied in confidence to the Board under subsection 239(2)(i) of the Municipal Act.

  Carried
• The Board moved into closed session at 12:15 p.m. 
• Moved by Board Member Giles

  That the Board reconvene in public session.

  Carried
• The Board reconvened in public session at 12:57 p.m.
• Moved by Board Member Dyer

  That the Board receive the confidential presentation.

  Carried
• Part 2 of the Closed Session
• Moved by Board Member Leckman

  12.b      Private Attachment to report listed as Agenda Item 8.b – Board Skills Matrix Review Fall 2025 – Personal Matters about Identifiable Individual – s.239(2)(b) of the Municipal Act

  12.c      Prudent Investment Program Fees – Commercial or Financial Information Supplied in Confidence to the Board – s.239(2)(i) of the Municipal Act

  THAT the Board move into closed session for the purpose of considering:

  1. The confidential attachment in Item 8.b related to personal matters about identifiable individuals, under subsection 239(2)(b) of the Municipal Act, and;
  2. Information pertaining to Prudent Investment Program Fees that is commercial or financial information supplied in confidence to the Board under subsection 239(2)(i) of the Municipal Act
  Carried
• The Board moved into closed session at 1:55 p.m.

   

  The Board reconvened in public session at 2:56 p.m.
• Moved by Board Member Giles

  THAT the Board reconvene in public session.

  Carried
• Moved by Board Member Franken

  12.b      Private Attachment to report listed as Agenda Item 8.b – Board Skills Matrix Review Fall 2025 – Personal Matters about Identifiable Individuals – s.239(2)(b) of the Municipal Act

  THAT the Board receive the confidential attachment listed as Appendix “A” and take no further action.

  Carried
• Moved by Board Member Dyer

  12.c      Prudent Investment Program Fees – Commercial or Financial Information Supplied in Confidence to the Board – s.239(2)(i) of the Municipal Act

  THAT the Board receive the confidential presentation.

  Carried

12.a

Oversight and Fund Update from PH&N Institutional - Commercial or Financial Information Supplied in Confidence to the Board - s.239(2)(i) of the Municipal Act

12.b

Private Attachment to report listed as Agenda Item 8.b - Board Skills Matrix Review Fall 2025 - Personal Matters about Identifiable Individuals - s.239(2)(b) of the Municipal Act

12.c

Prudent Investment Program Fees - Commercial or Financial Information Supplied in Confidence to the Board - s.239(2)(i) of the Municipal Act

13.

Other Business

There was no other business.

14.

Meeting Outcomes

Board Chair Hughes outlined the outcomes from today's Board meeting.

The Board:

• Received the resignation of Board Member Taylor and thanked her for all the work she has done on behalf of the Board and then referred the recruitment of a new Board Member to the Nominating Committee
• Welcomed two new municipalities – the Township of Georgian Bay and Municipality of Oliver Paipoonge, bringing the total number of Participating Municipalities to 17, and approved Investment Plans for each of them
• Approved seven Consent items, and the recommendations contained in the related staff reports. The consent items related to:
  • the recent activities of the ONE Investment Risk and Audit Committee
  • the Board Skills Matrix Review
  • an investment plan implementation update for September to November 2025
  • Municipal Performance Reports for Q3 2025
  • the quarterly compliance report for asset class and target weight allocations
  • Progress on the Strategic Plan in Q3 2025
  • The Municipal Insights report Q4 2025
• Approved the removal of the PH&N Overseas Equity Fund and the addition of the RBC International Equity Index Fund to the approved funds list
• Received the Investment Manager’s quarterly report and analysis for Q3 2025 as well as a private presentation from the Investment Manager (PH&N Institutional)
• Approved investment plans for six municipalities -- the Town of Aylmer, Town of Bracebridge, Township of Central Frontenac, City of Kenora, Municipality of Red Lake and City of Thunder Bay
• Received the Board Governance Self-Evaluation Report – Fall 2025
• Approved the 2026 Futures List
• Received two confidential items relating to the Board Skills Matrix Review and Prudent Investment Fees.

15.

Authorizing Motion

• Moved by Board Member Rettie

  THAT the appropriate staff of ONE JIB and ONE Investment be given the authority to do all things necessary, including, executing any documents, to give effect to the Board's decisions today.

  Carried

16.

Adjournment

• Moved by Board Member Dowty

  THAT the Board adjourn its meeting.

  Carried
• The meeting adjourned at 2:59 p.m.

17.

Next Meeting

17.a

Regular Meeting - February 26, 2026 (10:00 a.m. - 3:00 p.m.)