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GP 18 - Leadership Review and Governance Committee (LRGC) Charter

Policy Number: GP 18 Effective Date: September 2022
Last Review Date: March 2021 Next Review Date: September 2023
Review Frequency: Annually Related Supporting Documents:
  1. Source of Authority

    The Leadership Review and Governance Committee (LRGC) is established under Bylaw 3.

  2. Establishment (Council Delegation)

    The committee is delegated authority from Council via Bylaw 3.

  3. Composition

    3.1. The committee shall comprise six (6) members.

    3.2. The committee shall strive for an equal membership of registrant members and public members.

    3.3. Any committee member may serve as Chair.

    3.4. The Chair shall be selected by Council on recommendation from Nominating Committee.

  4. Eligibility

    4.1. Members must be a current member of Council.

    4.2. Members shall meet the competence requirements defined by Nominating Committee, including maintaining confidentiality of all information from committee meetings.

    4.3. Council is responsible for removal of members.

  5. Term

    5.1. The term of office for committee members is two (2) years or until the end of the Council member’s term, whichever is shorter.

    5.2. The term of the Chair is two (2) years or until the end of the Council member’s term, whichever is shorter.

    5.3. All committee members may serve one (1) additional term

  6. Quorum

    6.1. A quorum is a majority of members.

  7. Meetings

    7.1. Meeting frequency, not less than four times per year, and at such other times as may be requested by the Chair.

    7.2 The committee shall establish in consultation with management a schedule of meetings each year in order to discharge its responsibilities.

    7.3 Send an agenda, together with materials relating to the subject matter of each meeting.

    7.4 Meet in person, by video conference, and/or by teleconference.

    7.5 Prepare minutes for all meetings.

    7.6 Circulate in draft form, the meeting minutes to all committee members to ensure an accurate final record. The minutes will then be approved at a subsequent meeting of the committee.

    7.7 All decisions shall be by a majority vote.

  8. Duties and Powers

    8.1. The committee oversees the performance and recruitment of the CEO & Registrar, the evaluation of Council, committees, and the Chair and to oversee the College’s governance practices and procedures. There are separate Policies outlining the agreed Performance Review Frameworks for (1) the CEO & Registrar, and (2) Council, committees and Chairs.

    8.2. The committee has the authority to:

    8.2.1. Conduct annual performance appraisals for the CEO & Registrar

    8.2.2. Engage an external resource to assist with conducting the CEO & Registrar’s performance appraisal

    8.2.3. Conduct an annual evaluation for the Chair and Council

    8.2.4. Spend funds up to the amount allocated to it by Council

    8.3. Performance Management Framework of CEO & Registrar

    8.3.1. Facilitating the performance appraisal of the CEO & Registrar using processes determined between Council and the CEO & Registrar, and to prepare the performance appraisal for Council’s review and approval.

    8.3.2. Making recommendations to Council with respect to salary and, if applicable, recommendations with respect to adjustments to the CEO & Registrar’s employment contract, including seeking the advice of the College’s legal counsel as necessary.

    8.3.3. Ensuring the CEO & Registrar is aware of and agrees with the process and timelines for completing the performance appraisal at the beginning of each evaluation cycle.

    8.3.4. Reviewing and revising the performance appraisal processes on an ongoing basis.

    8.3.5. Advising Council on the need to engage external resources to assist in the timely and effective discharge of the committee’s responsibilities and serving as the point of contact with such external resources for the duration of their engagement.

    8.3.6. Ensuring that the CEO & Registrar’s contract is reviewed during the September meeting of the committee to ensure that essential dates and timelines outlined in the contract are identified and that actionable items are addressed in a timely manner.

    8.3.7. Acting as a resource to any search and selection committee created to recruit a CEO & Registrar, should a vacancy arise, and

    8.3.8. Advising Council, in conjunction with Council’s budget preparation process, of anticipated expenses related to leadership recruitment or review.

    8.4. Council Evaluation and Development

    8.4.1. To implement and monitor an annual evaluation process for Council as a whole and for individual members.

    8.4.2. To facilitate an annual review of the Chair’s performance against agreed goals and objectives.

    8.4.3. Recommend to Council areas for collective and individual development and related resources for training and growth.

    8.5. Committee Evaluation

    8.5.1. To implement and monitor an annual evaluation process for the committees; both the committees as a whole and as individual members.

    8.5.2. To facilitate an annual review of each committee Chair’s performance against agreed goals and objectives.

    8.6. Governance Practices and Procedures

    8.6.1. Co-ordinate and oversee board-level policy development, including the maintenance of the Council Governance Manual, evaluate the effectiveness of, and monitor compliance with board-level policies not otherwise assigned to another Council committee.

    8.6.2. Review at least annually the Charters of Council and committees and recommend to Council any amendments (e.g. to duties, responsibilities, reporting) deemed necessary or advisable.

    8.6.3. Monitor the functioning of Council and the committees and recommend governance issues to be discussed by Council and the committees, to gain reasonable assurance of timely and complete information and decision-making at the Council and committee levels.

    8.6.4. Monitor and report annually to Council concerning compliance with the Code of Conduct.

  9. Reporting

    The committee is accountable to Council and will provide a formal report at each Council meeting.