HASTINGS CAS POLICY

HCAS BOARD MEMBER FUNCTIONS

Policy Number: BG03-01

Name: Functions and Responsibilities: Overview

A.    Functions and Responsibilities: Overview

The board of directors of the Hastings Children’s Aid Society has both collective and individual responsibilities.  As the governing body, all of the board of directors share equal responsibilities for their actions in the governance of the organization.  The primary functions of the board of directors include:

•    Planning Function

To articulate the vision, mission, values, principles, strategic priorities and overall direction of the organization. (By-Law 6.09iii)

•    Policy Function

To develop policies to establish a framework for the actions and decisions of the organization. (By-Laws 6.09iii, 10.04, 12.01)

•    Monitoring Function

To monitor the effectiveness, quality, efficiency and financial stability of the organization as a means of ensuring accountability to the people served, community and funders. (By-Law 6.09iii)

•    Management Function

To ensure the effective and efficient operation of the organization by defining the responsibilities, authority and accountability of the Executive Director as well as implementing appropriate recruitment, selection and performance evaluation processes for this position. (By-Laws 6.09iii, 11.01)

•    Advocacy Function

To promote the needs of the people served by the organization and confirm the organization’s identity in the community. (By-Law 6.09iii)

Individually, board members must ensure that they understand their duties and obligations to enable them to act in the best interest of the organization.  The integrity of board members is a cornerstone to effective governance.  The primary principles that guide the actions of individual members include the following:

•    Good Faith

Board members are expected to act in an impartial manner and not promote their personal interests. (By-Law 6.06) (GPP 3.3, 6.1)

•    Fiduciary Duty/Conflict of Interest/Loyalty

Board members are expected to act in the best interest of the organization demonstrating a sense of loyalty and respect for public accountability. (By-Law 6.06) (GPP 5.5:1.0, 6.1) No Director shall place himself/herself in a position where there is a conflict between his/her duties as Director and his/her other interests.

•    Relatives of Staff

Child, parent, brother, sister, or spouse shall not be eligible to be elected to the Board of Directors of the Society.

•    Law Abiding

Board members are expected to be truthful and lawful in their dealings on behalf of the organization.  No Board member should have a criminal record or pending charges under any federal statutes.  On an annual basis Directors are required to certify to the Society that they have not made an assignment into bankruptcy, that they have not been certified by a physician as or found by a Court to be a mentally incompetent person, and that they have not been convicted of a criminal offence punishable by indictment.  Directors will sign a Certificate of Eligibility annually. See Appendix A. See also GPP 5.6 re: police checks and Board selection process. Annually the Executive Assistant will distribute the Certificate of Eligibility to all renewing Board Members at the beginning of April so the files are up to date by the Annual General Meeting. The Executive Assistant will advise the Board Chair of any outstanding Certificates by May 30 so that the Board Chair may take any follow-up action that is required.

POLICY BG03-02   FUNCTIONS AND RESPONSIBILITIES: FUNCTIONS OF THE GOVERNING BODY PREAMBLE 
The board of directors is responsible for the overall guidance of the organization in terms of policy development, planning, monitoring of quality and effectiveness, management of the Executive Director and advocacy on behalf of the children served by the organization. (By-Law 6.09) POLICY The functions of the board of directors include planning, policy development, monitoring, management and advocacy.  The board of directors acknowledges that it does not participate directly in the day-to-day management of the Hastings Children’s Aid Society. 
PROCEDURE 
A. Planning Function 
1.0       The board of directors will complete a strategic planning process providing an opportunity for participation by the key stakeholders of the organization (i.e., members of the Society, board, management, staff, foster parents, consumers, community partners, funders). 
2.0       The board of directors will conduct a strategic planning process that will include the following key components: 
·         Identification of StakeholdersThe stakeholders of the Hastings Children’s Aid Society will be identified.  A stakeholder is any person or group who will be directly or indirectly affected and/or will influence the overall direction of the organization. 
·         Statement of Mission and ValuesThe mission and values of the organization will be defined and consistent with the protection mandate articulated in the Child and Family Services Act. 
·         Strengths, Weaknesses, Challenges and OpportunitiesInternal and external factors that will influence the preferred future of the Hastings Children’s Aid Society will be analyzed in terms of strengths, weaknesses, challenges and opportunities. 
·         Critical Issues and Priorities for the FutureThe critical issues facing the organization and future challenges are identified, discussed and prioritized. 
·         Strategic Directions, Goals and ObjectivesIn response to the identified critical issues, the board of directors identifies the strategic directions, goals and objectives to guide the organization. 
3.0       The board of directors will approve the strategic plan and distribute to the stakeholders of the organization. 
4.0       The board of directors will monitor the status of the strategic plan on a regular basis and discuss any emerging trends in the current environment. 
5.0       The board of directors will approve any revisions to the strategic plan.
B. Policy Function 
6.0       The board of directors establishes the policy for the organization. (By-Laws 10.04, 12.01) 
7.0       The board of directors develops, reviews and monitors the policy of the organization. (By-Laws 10.04, 12.01) 
8.0       The board of directors may delegate the preparation of policy recommendations or receive suggestions for new policy. 
9.0       Only the board of directors in a legally convened meeting has the authority to approve and/or revise policy. 
C. Monitoring Function 
Quality 10.0     The board of directors assumes the overall accountability for the quality monitoring throughout the organization.  The board receives and evaluates the results (outcomes) of quality monitoring and improvement activities on a quarterly basis. 
Human Resources 11.0     On a quarterly basis, the board of directors will receive and evaluate the results of human resources trend analysis (i.e., staff retention patterns, labour market trends). 
12.0     The Executive Director will inform the board of directors of any human resources activities (i.e., pending terminations) where there is a significant legal and financial risk for the organization. 
13.0     Prior to the commencement of collective bargaining, the board of directors will appoint the negotiations team which may include board members as observers. The role of the observer is to monitor the effectiveness of the negotiations team.  The board of directors will provide the negotiations team with the general parameters to follow in their deliberations.  The final collective agreement will be presented to the board of directors for approval. 
Financial 14.0     The board of directors will monitor the financial stability and viability of the organization by reviewing monthly statements, quarterly reports, annual reconciliation report and the audited financial statement. 
15.0     The board of directors will ensure that the audited financial statement for the year ending March 31st is presented at the Annual Meeting for consideration by the members of the Society. (By-Law 13.01) 
16.0     The board of directors will ensure that the signing officers as specified in the bylaws are determined.  (By-Laws 15.02, 16.01). Policy # AS01 
17.0     The board of directors will develop a Memorandum of Agreement with the Quinte Children’s Foundation with respect to defining roles and responsibilities related to fundraising for any programs or services of a preventative nature or outside Ministry of Children and Youth Services funding eligibility. The fundraising strategy must identify specific purposes where funds will be allowed and is not intended to support ongoing operational expenses that are covered by Ministry funding. 
D. Management Function 
18.0     The board of directors is directly responsible for the effective and efficient operation of the organization by defining the responsibility, authority and accountability of the Executive Director and conducting an annual review of his/her performance. (By-Law 11.01) 
19.0     The board of directors will ensure that the responsibilities of the Executive Director are articulated in a job description (see Policy 6.4). 
20.0     The authority delegated to the Executive Director will be defined by the board of directors in a statement of Executive Authority and Limitations (see Policy 6.4). 
21.0     The board of directors recruits, selects, orients and terminates the Executive Director. 
22.0     The board of directors will conduct an annual performance evaluation process of the Executive Director (see Policy 6.5). 
E. Advocacy Function 
23.0     The board of directors will assume its advocacy functions by representing the organization to the community and government; implementing public relations campaigns; promoting the mission of the organization by advising government of the impact of their actions as well as developing community awareness of child welfare issues.  

Functions of the Board of Directors: Hastings Children’s Aid Society

  
POLICY BG03-03FUNCTIONS AND RESPONSIBILITIES:  RESPONSIBILITIES OF INDIVIDUAL BOARD MEMBERS PREAMBLE Individual board members have a responsibility to carry out their duties honestly, in good faith and in the best interests of the Society.  Board members are expected to exercise a degree of care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances. (By-Law 6.06) (BG03-01, BG06-01) POLICY The expectations of individual board members are articulated by the Hastings Children's Aid Society to assist the governing body to carry out its duties. 

PROCEDURE

 1.0       The board of directors will establish a Statement of Expectations of individual board members (see sample on following page). 
2.0       The statement of Expectations is reviewed with each board member as part of their orientation process. 

EXPECTATIONS OF INDIVIDUAL BOARD MEMBERS

Name: Board Operations: Board Recruitment, Selection, Orientation, Training and Evaluation Processes

Policy Number: BG05-06

Preamble

The process to develop an effective board of directors starts with the recruitment, selection, orientation, training and evaluation process. (GPP 5.1)

Policy

The board of directors will develop and implement a board recruitment, selection, orientation, training and evaluation process within the parameters of legislation and the bylaws of the organization.  (By-Law 6.09)

Procedures

A.  Recruitment and Selection

1.0    The board of directors will recruit members to the board of directors who meet the following qualifications specified in legislation and the bylaws of the organization.
•    Eighteen years of age or older
•    Member of the Society of the Hastings Children’s Aid Society
•    Supports the mission and goals of the organization
•    Each candidate for Director shall provide a police background check report showing no criminal record or pending charges under any federal statutes. Any Board Member who will have a direct volunteer service role with clients will be required to complete a vulnerable sector screening tool in addition to a police background check.  No person may be a Director who has been convicted of a criminal offence punishable by indictment.  If a Director or a candidate for Director is convicted of such a criminal offence, he or she thereupon ceases to be a Director or to be eligible to be a Director, as the case may be. Any vacancy on the Board so created shall be filled in the manner prescribed in By-Law 7.02

2.0    The board of directors will recruit potential board members that would complement the collective skill, knowledge and perspectives of the governing body.

3.0    The board of directors will approach potential candidates to determine their interest in being nominated as a candidate for the board of directors.

4.0    The board of directors will host an information session for nominees and/or individuals considering nomination to the board of directors.  The format of the information session will include an overview of the organization as well as a presentation on the collective and individual responsibilities of board members of the Hastings Children’s Aid Society. 

Each prospective board member will receive the following information on the organization:
•    Mission and Guiding Principles
•    Strategic Plan
•    General Overview of the Programs and Services of the Organization
•    Governance Policy and Procedures

5.0    Nominees to the board of directors will be recommended to the members of the Society for their consideration at the Annual Meeting.  (By-Law 6.03) A biographical sketch will be provided on each potential candidate.

6.0    The election process of board members as specified in the bylaws will be implemented. (By-Laws 5.08, 6.01, 6.03)

7.0    Elected new members of the board of directors will receive a director’s manual and orientation in order to undertake their responsibilities.

8.0    Community members who are appointed to Board committees must meet the selection criterion outlined above.  In the case of youth in care delegates appointed to a Board committee, they are not required to be members of the Society.

B.  Board Orientation and Training

9.0    New members to the board of directors will be expected to participate in a board orientation session that addresses the following topics:

Governance Framework
•    Governance: Overview
•    Governing Documents: Legislation, Bylaws, Policies and Procedures

Roles, Responsibilities and Accountability
•    Functions and Responsibilities of the Board of Directors
•    Liabilities of Boards
•    Accountability

Governance Process
•    Governance Structure
•    Meetings:  Schedule and Protocols
•    Conflict of Interest
•    Parliamentary Procedure

Organizational Profile
•    Mission and Guiding Principles
•    Overview: Programs and Services

10.0    The orientation session will be presented by board members and other staff individuals where appropriate.

11.0    On an annual basis the board of directors will develop and implement a board training and development plan to address their continuing educational needs.  The plan will be forwarded to the Ministry on an annual basis by December 31.

C.  Board Self Evaluation

12.0    The board of directors through the Governance/Policy Committee will implement an annual self evaluation process and determine strategies to address any issues identified in the evaluation process.
13.0    The Governance/Policy Committee will review a summary of the feedback and report the results to the Board.