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| COMMITTEES |
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| Committees
of the Board of Regents |
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| Subcommittee
of the Executive Committee |
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Senate
- Board Committee |
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| Academic
Affairs |
The Academic Affairs Committee is a standing committee of the Board.
The Committee
reviews and advises the Board on issues and topics relating to academic
affairs as they fall within or affect the general scope of the Board's
mandate and responsibilities.
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Terms of Reference: |
| The
Academic Affairs Committee shall have the following terms of reference. |
| The
Committee shall: |
| 1. |
examine
and review the academic affairs of the University so as to inform
the Board of Regents on academic matters which the Committee considers
would be of general interest to the Board of Regents and provide advice
to the Board including recommendations regarding policy and action
when the Committee deems it necessary and appropriate. |
| 2. |
review
and monitor the implementation of or adherence to any strategic statement,
objective or plan of the University as it relates to academic affairs
and report to the Board accordingly; |
| 3. |
support
the Vice-President, Academic & Research in addressing academic
issues and academic initiatives; |
| 4. |
review
such other issues and topics as the Board or the Executive Committee
may from time to time refer to the Committee; and |
| 5. |
meet
at least three times per year. |
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| Composition: |
| The
Academic Affairs Committee shall consist of: |
- the Chairperson
- six members,
at least one of whom shall be a student and at least one of whom shall
be a faculty member;
- the Vice-President,
Academic & Research (ex-officio);
- the Chancellor
(ex-officio);
- the Chair
(ex-officio);
- the Chair
of the Executive Committee (ex-officio); and
- the President
(ex-officio)
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| Membership |
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| Audit
Committee |
| The
Audit Committee is a standing committee of the Board. The Committee shall
oversee all financial matters in a manner consistent with its specific terms
of reference and shall emphasize honesty and ethical behaviour in all matters
pertaining to the University. |
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| Terms
of Reference: |
| The
Audit Committee shall have the following terms of reference: |
| a) |
Each
member of the Committee will be independent of the University and
will have the ability to read and understand financial statements.
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| b) |
None
of the five members of the Committee appointed by the Board shall
be a member of the Executive Committee.
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| c) |
The
Committee shall meet at least three times each year.
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| d) |
The
Committee will recommend to the Board, on an annual basis, the appointment
or reappointment of the external auditor and will recommend the compensation
of the external auditor.
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| e) |
The
Committee will ensure that arrangements with respect to the timing
and scope of the annual audit are appropriate.
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| f) |
The
Committee will be responsible for overseeing the work of the external
auditor and for the resolution of disagreements, if any, between University
management and the external auditor concerning financial reporting;
the Committee will ensure that any matters that the external auditor
wishes to bring to the attention of the Board are addressed and brought
to the attention of the Board.
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| g) |
The
Committee will review the annual financial statements with University
management and the external auditor to gain reasonable assurance that
they are fairly presented in accordance with generally accepted accounting
principles.
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| h) |
Through
discussion and other communication with University management and
the external auditor, the Committee will obtain reasonable assurance
that adequate systems of internal control relating to financial reporting
are in place and are functioning effectively.
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| i) |
The
Committee will have the authority to engage the external auditor and/or
third-party specialists and to conduct special investigations where
it believes such action to be warranted; the Committee will have the
authority to set the compensation/cost for such actions to a maximum
of $20,000 in any one year; should it be anticipated that the total
compensation/cost will exceed $20,000 in any one year, the Committee
will request the approval of the Executive Committee.
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| j) |
The
Committee will pre-approve non-audit services to be provided by the
external auditor in accordance with the Committee’s policy for
the approval of such services. In particular, the Committee will pre-approve
any non-audit engagement where the fee is, or is reasonably anticipated
to be, in excess of 10% of the University’s financial statement
audit fee. Between meetings the Chair may pre-approve engagements
on behalf of the Committee.
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| k) |
The
Committee will approve the annual Review of Operations and recommend
it to the Board of Regents for its approval.
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| l) |
The
Committee will obtain reasonable assurance that adequate procedures
are in place for the receipt and treatment of complaints about accounting
matters, audit matters and internal controls and for the confidential,
anonymous submission by employees of concerns about accounting, auditing
and/or other financial or ethical matters.
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| m) |
The
Committee will obtain reasonable assurance that adequate procedures
are in place to assess and manage the University’s financial
and other risks.
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| n) |
The
three ex-officio members of the Committee (refer to the composition
of the Committee set out below) will not have voting rights; should
the voting on any motion made at a meeting of the Committee result
in a tie, the Chair, in addition to his/her vote as a member of the
Committee, will have the deciding vote |
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| Composition: |
| No
member of the Committee shall be an employee of the University or otherwise
considered not to be independent of the University. The Committee shall
consist of: |
- the Chairperson,
a Regent appointed by the Board;
- four Regents
appointed by the Board;
- the Chancellor
(ex-officio);
- the Chair
(ex-officio);and
- the Chair
of the Executive Committee (ex-officio);
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| Membership |
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| University
Advancement Committee |
| The
University Advancement Committee is a standing committee of the Board. The
Committee shall review and advise the Board on all issues and topics relating
to: |
- brand
and reputation management;
- marketing
and communications;
- development
and fundraising;
- alumni
relations;
- media
and public relations;
- government
relations; and
- such other
issues and topics as the Board or the Executive Committee may from time
to time refer to the Committee or which the Committee may from time
to time deem to fall within the general scope of its mandate and responsibilities.
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| Terms
of Reference: |
| The
University Advanancement Committee shall have the following terms of reference: |
| a) |
advise
and assist the Board with Development of policy regarding the University's
external relations and public affairs; |
| b) |
identify
opportunities for the University related to fund raising, special
project development, communications, and alumni affairs; |
| c) |
plan
and execute, as required, major fund raising campaigns; |
| d) |
assist
with the preparation of a long term plan for all activities in University
Advancement and annual operating plans; |
| e) |
monitor
the performance of University Advancement as required; |
| f) |
ensure
policy, procedures and plans are implemented as intended; |
| g) |
provide
advice and support to the President and Vice-President (University
Advancement). |
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| Composition: |
| The
External Relations and Public Affairs Committee shall consist of: |
- the Chairperson;
- eight
members, at least one of whom shall be a student and at least one of
whom shall be a faculty member;
- the Chancellor
(ex-officio);
- the Chair
(ex-officio);
- the Chair
of the Executive Committee(ex-officio); and
- the President
(ex-officio).
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| Membership |
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| Finance
and Administration Committee |
| The
Finance and Administration Committee is a standing committee of the Board.
The Committee shall review and advise the Board on all issues and topics
relating to: |
- personnel;
- legal
affairs;
- budget;
- accounting;
- fiscal
management;
- such other
issues and topics as the Board or the Executive Committee may from time
to time refer to the Committee or which the Committee may from time
to time deem to fall within the general scope of its mandate and responsibilities.
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| Terms
of Reference: |
| The
Finance and Administration Committee shall have the following terms of reference: |
| a) |
advise
and assist the Board with developing policies regarding the University's
financial and administrative affairs and with reviewing these policies
periodically to ensure their continued appropriateness; |
| b) |
review,
annually, the budget proposed by the President for the ensuing fiscal
year, advising the President where appropriate; recommend that budget,
as and if amended by the Committee, to the Executive Committee for
approval; |
| c) |
monitor
financial results through the year as compared to budget and advise
the Executive Committee or the President as appropriate; |
| d) |
review
recommendations on other matters of a significant financial impact
proposed by the President, and forward appropriate recommendations
to the Executive Committee; |
| e) |
review,
periodically, the administrative structures, policies, and practices
in place regarding the following matters: |
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- the
ongoing fiscal health of the University,
- effective
management of personnel,
- prudent
and practical risk management,
- effective
and efficient provision of support services and systems, including
information technology
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advise
the Executive Committee or the President, as appropriate, on matters
arising from the review |
| f) |
advise
the President and Executive Committee on matters related to collective
agreements. |
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| Composition: |
| The
Finance and Administration Committee shall consist of: |
- the Chairperson
appointed by the Board;
- six members,
at least one of whom shall be a student and at least one of whom shall
be a faculty member;
- the Vice-Chair;
- the Vice-President
(Administration and Finance);
- the Chancellor
(ex-officio);
- the Chair
(ex-officio);
- the Chair
of the Executive Committee(ex-officio); and
- the President
(ex-officio).
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| Membership |
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| Investment
Committee |
| The
Investment Committee is a subcommittee of the Executive Committee. The Committee
shall review and advise the Executive Committee on all issues and topics
relating to investment of the University's endowment and pension funds. |
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| Terms
of Reference: |
| The
Investment Committee shall have the following terms of reference: |
| a) |
advise
and assist the Executive Committee in developing policies, related
to the University's investments, and in reviewing these policies periodically,
to ensure the long-term health of the funds; |
| b) |
make
recommendations to the Executive Committee on the appointment of investment
managers and custodians and review these arrangements on a bi-annual
basis; |
| c) |
monitor
the performance of the investment managers and make recommendations
with respect thereto, as deemed appropriate, to the Executive Committee. |
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| Composition: |
| The
Investment Committee shall consist of: |
- the Chairperson;
- six members,
at least one of whom shall be a student and at least one of whom shall
be a faculty member;
- the Chairperson
of the Finance and Administration Committee (ex-officio)
- the Chancellor
(ex-officio);
- the Chair
(ex-officio);
- the Chair
of the Executive Committee (ex-officio); and
- the President
(ex-officio).
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| Membership |
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| Nominating
and Governance Committee |
| The
Nominating and Governance Committee is a standing committee of the Board. |
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| Terms
of Reference: |
| The
Nominating and Governance Committee shall have the following terms of reference: |
| a) |
The
Nominating and Governance Committee shall from time to time make nominations
to the Board or to the Executive Committee in connection with: |
| |
| i. |
appointments
to the Board which the Board itself is empowered to make; |
| ii. |
appointments
by the Board to Senate; |
| iii. |
appointments
to any Standing committee of the Board, and |
| iv. |
appointments
to any committee in which the Board is represented.
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| b) |
The
Nominating and Governance Committee shall be advisory to the Board
of Regents, and shall: |
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| i. |
ensure
new Regent orientation and continuing education; |
| ii. |
monitor
and suggest improvement to Board of Regents’ activities
including communication with the University community; and |
| iii. |
assess
the effectiveness of the Board as a whole, the committees of
the Board and the contribution of individual Regents. |
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| Composition: |
| The
Nominating Committee shall consist of: |
- the Chancellor,
who shall be the Chairperson thereof;
- the Chair;
- the Chair
of the Executive Committee:
- two members
of the Executive Committee to be appointed by the Executive Committee;
and
- one member
of the Board to be appointed by the Board.
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| Membership |
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| Property
and Facilities Committee |
| The
Property and Facilities Committee is a subcommittee of the Executive Committee.
The Committee shall review and advise the Executive Committee on all issues
and topics relating to: |
- real estate;
- leased
property;
- buildings;
- grounds;
- physical
plant infrastructure;
- related
health and safety; and
- such other
topics as the Executive Committee may from time to time refer to the
Committee or which the Committee may from time to time deem to fall
within the general scope of its mandate and responsibilities.
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| Terms
of Reference: |
| The
Property and Facilities Committee shall have the following terms of reference: |
| a) |
advise
and assist the Executive Committee in developing policies related
to the University's real property, leased property and physical plant
(grounds, buildings and infrastructure), and in reviewing these policies
periodically, to ensure their appropriateness; |
| b) |
review,
from time to time as the Property Committee deems appropriate, the
University's real property, its leased property and its property needs
and recommend to the Executive Committee any actions deemed appropriate
in the short or long range interests of the University; |
| c) |
review,
from time to time as the Property Committee deems appropriate, the
administrative structures, policies and practices in place to ensure
the ongoing health and safety of the physical plant (grounds, buildings
and infrastructure) and recommend to the Executive Committee or the
President, as appropriate, changes in policy or practices arising
from this review; |
| d) |
provide
advice to the Finance and Administration Committee, where appropriate,
on matters related to collective agreements as they affect the physical
plant issues; |
| e) |
review
recommendations from the President, and forward appropriate recommendations
to the Executive Committee, related to: |
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- the
acquisition or disposition of real property, whether by purchase,
sale, lease or other transfer;
- the
acquisition or construction of new space, the major renovation
of existing space, or the decommissioning or disposition of existing
space
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| f) |
review
each year the plan for deferred maintenance projects for the coming
year and subsequent years and make recommendations to the President
and the Executive Committee concerning the University's deferred maintenance
needs and the resources which should be dedicated to meeting those
needs. |
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| Composition: |
| The
Property and Facilities Committee shall consist of: |
- the Chairperson;
- six members,
at least one of whom shall be a student and at least one of whom shall
be a faculty member;
- the Chairperson
of the Finance and Administration Committee (ex-officio);
- the Chair
(ex-officio);
- the Chair
of the Executive Committee (ex-officio); and
- the President
(ex-officio).
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| Membership |
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| Student
Affairs Committee |
| The
Student Affairs Committee is a standing committee of the Board. The Committee
shall review and advise the Board on all issues and topics relating to student
affairs as they fall within or affect the general scope of the Board's mandate
adn responsibilities: |
- student
health;
- athletics;
- residence;
- counseling;
- discipline;
- student
government;
- spiritual;
and
- such other
issues and topics as the Board or the Executive Committee may from time
to time refer to the committee or which the Committee may from time
to time deem to fall within the general scope of its mandate and responsibilities.
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| Terms
of Reference: |
| The
Student Affairs Committee shall have the following terms of reference: |
| a) |
support
the Vice-President, International & Student Affairs in addressing
student life initiatives and issues. |
| b) |
examine
and review the student affairs of the University so as to inform the
Board of Regents on student life matters which the Committee considers
would be of general interest to the members and provide advice to
the Board when the Committee deems it necessary and important. |
| c) |
review and monitor the implementation of and adherence to the University’s
strategic statement in any student affairs matters and report to the
Board accordingly. |
| d) |
review
such other issues and topics as the Board or the Executive Committee
may from time-to-time refer to the Committee. |
| e) |
meet
at least three times a year |
| f) |
report,
at each regular Board meeting, on activities of the Student Affairs
committee. |
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| Composition: |
| The
Student Affairs Committee shall consist of: |
- the Chairperson;
- three
students and one faculty member;
- three
Regents;
- the Chancellor
(ex-officio);
- the Chair
(ex-officio);
- the Chair
of the Executive Committee (ex-officio);
- the President
(ex-officio);
- the Vice-President
(International and Student Affairs) (ex-officio); and
- the Provost
and Vice-President, Academic and Research (ex-officio).
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| Membership |
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| SUBCOMMITTEE
OF THE EXECUTIVE COMMITTEE |
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| Executive
Committee |
| General
Powers: |
| Except
as otherwise provided in the Act or the By-Laws of the University, and subject
to the directions of the Board, the Executive Committee shall have the general
management and conduct of the affairs of the University (including, but
without limitation to, the appointment and the determination of the remuneration
of employees of the University) subject to review by the Board, but no action
taken by the Executive Committee affecting other parties shall be invalidated
or prejudicially affected by reason of any failure by the Board to approve
such action. |
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| Composition: |
| The
Executive Committee shall consist of: |
- the Chancellor;
- the President
- the Chair
of the Board of Regents;
- the Vice-Chair
of the Board of Regents;
- and One
of the Regents, appointed by the Board of Regents, and
- The Chairperson
of each of the Standing Committees (other than the Audit Committee).
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| Membership |
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| Human
Resources Committee |
| The
Human Resources Committee shall |
|
a) |
make
recommendations to the Board, through the Executive Committee, concerning
the senior administration of the University, including the President,
Vice-Presidents, and any other persons deemed by the Executive Committee,
on the recommendation of the President, to be members of the senior
administration; |
| b) |
make
recommendations to the Board on procedures to ensure the proper selection
of the President; |
| c) |
assist
in the transition from one president to another; |
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| 1. |
review,
annually, the President's objectives; |
| 2. |
assess
annually the President's performance; |
| 3. |
determine
the compensation of the President; |
| 4. |
review
the job functions and descriptions of other members of the senior
administration and make recommendations when appropriate; |
| 5. |
consider
and approve procedures, as recommended by the President, to
ensure the proper selection of other members of the senior administration; |
| 6. |
meet
annually with the President to consider the performance of other
members of the senior administration; |
| 7. |
approve
the compensation of other members of the senior administration; |
| 8. |
make
any other recommendations to the President, the Board or the
Executive Committee that the Human Resources Committee deems
appropriate concerning the senior administration. |
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| Composition: |
The
Human Resources Committee shall consist of : |
- the Chair
of the Board;
- the Vice-Chair
of the Board;
- the Chair
of the Executive Committee; and
- the Chair
of the Finance and Administration Committee.
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| Membership |
|
| MEMBERSHIP |
| Academic
Affairs |
| Monika
Boehinger |
| Craig
Brett |
| Kylie
de Chastelain |
| Jane
Craighead |
| Blois
Hennigar |
| Andrew
Richardson |
| Peter
Winters, Chair |
| |
| Ex-Officio |
| Robert
Campbell |
| Suzanne
Crawford |
| Peter
Mansbridge |
| Ron
Outerbridge |
| Karen
Grant |
| |
| Audit |
| George
Cooper |
| Blois
Hennigar,Chair |
| Barry
Kyle |
| Susan
McIsaac |
| Jane
Ralling |
| |
| Ex-officio |
| Suzanne
Crawford |
| Peter
Mansbridge |
| Ron
Outerbridge |
|
| Executive
Committee |
| David
Booth |
| Robert
Campbell |
| Andrew
Clark |
| Jane
Craighead |
| Suzanne
Crawford |
| Jim
Dickson |
| Tom
Hierlihy |
| Peter
Mansbridge |
Ron
Outerbridge, Chair |
| Peter
Winters |
| |
| Observers: |
Craig
Brett
|
Pat Joyce
|
| |
| Finance
and Administration |
| David
Booth |
| Andrew
Clark |
| Nauman
Farooqi |
| Meredith
Fraser |
| Tom
Hierlighy, Chair |
| Stephen
Spence |
| Peter
Winters |
| |
| Ex-officio |
| Robert
Campbell |
| Suzanne
Crawford |
| Jim
Dickson |
| Peter
Mansbridge |
| Ron
Outerbridge |
| David
Stewart |
| |
| Investment |
| Mohammad
Ahmady |
| Jane
Craighead, Chair |
| Ivan
Duvar |
| Patrick
Losier |
| Susan
McIsaac |
| Dan
Nowland |
| Robert
Winters |
| |
| Ex-Officio |
| Robert
Campbell |
| Suzanne
Crawford |
| Tom
Hierlihy |
| Peter
Mansbridge |
| Ron
Outerbridge |
| |
| Nominating
and Governance |
|
Peter Mansbridge |
| Jim
Dickson, Chair |
| Tom
Hierlihy |
| Barry
Kyle |
| |
| Ex-Officio |
| Suzanne
Crawford |
| Ron
Outerbridge |
| |
| Property
and Facilities |
| David
Booth, Chair |
| George
Cooper |
| Meredith
Fraser |
| Khashayar
Ghandi |
| John
Lines |
| Jane
Ralling |
| Michael
Watkins |
| |
| Ex-Officio |
| Robert
Campbell |
| Suzanne
Crawford |
| Tom
Hierlihy |
| Ron
Outerbridge |
|
| Student
Affairs |
| Steve
Bradford |
| Carol
Chapman |
| Blois
Hennigar |
| David
Hornidge |
| Monique
Imbeault, Chair |
| Robert
Ireland |
| Andrew
Richardson |
| |
| Ex-Officio |
| Ron
Byrne |
| Robert
Campbell |
| Suzanne
Crawford |
| Karen
Grant |
| Peter
Mansbridge |
| Ron
Outerbridge |
| |
| University
Advancement |
| Carol
Chapman |
| Andrew
Clark, Chair |
| George
Cooper |
| Mark
Fraser |
| Thaddeus
Holownia |
| Monique
Imbeault |
| Barry
Kyle |
| Evelyn
Wainewright |
| |
| Ex-Officio |
| Robert
Campbell |
| Suzanne
Crawford |
| Peter
Mansbridge |
| Ron
Outerbridge |
| As
Resource/Observer: Alumni President - |
| |
| Subcommittee |
| Human
Resources |
| Suzanne
Crawford |
| Jim
Dickson |
| Tom
Hierlihy |
| Ron
Outerbridge |
| |
|
| ©
Mount Allison University |
| |
|
February 21, 2013
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