Notice of Proposed Amendments to CEC’s Bylaws

To approve the implementation of a process for a vice-chair(s) to become chair/co-chairs of the Leadership Development Committee through a succession model, allowing for the flexibility annually to select from either option below.

1. A Chair/Vice-Chair model where the chair would be a third-year committee member and the vice-chair a second-year committee member who would be learning the role. 
2. A model for co-chairs from within the committee. Specifically, two members in their third year of service would serve as co-chairs for one year. The LDC has three members in each “class,” so two would have to volunteer. The co-chairs would serve as vice co-chairs during their second year, being groomed/prepared for the co-chair position.

Rationale:

The current chair of the LDC was appointed by the Governance Workgroup in 2018; her term will end on August 31, 2022. 

The Governance Workgroup left it up to the LDC to determine the process by which the LDC chair would be selected.

Under “Powers and Duties,” the Bylaws indicate that the president will “(a)ppoint chairs of all advisory (emphasis added) committees and workgroups of the Board of Directors, based upon candidates recommended by the Leadership Development Committee, subject to approval of the Board of Directors.” The LDC is a standing committee.

Per the Bylaws, members of the LDC are appointed by the Board of Directors based on a slate of recommended candidates presented by the LDC. There is no clarity as to how the chair is determined, but there are requirements for chairing the LDC. The original requirement was that the chair must have been a member of the Board of Directors. That requirement was modified in November 2019 by a motion approved by the Board as follows:

The LDC chair must have experience as have been a member of the Board of Directors or a member of the LDC for at least two years.

It is the collective sentiment of the committee members that, given the scope and pace of work, it would be extremely ineffective for someone who has not served on the LDC (i.e., a board member, other than a past president who has served ex officio on the committee) to hit the ground running and serve efficiently as chair.

The position of chair of the LDC requires a large time commitment so the idea of a shared responsibility is appealing. (The Publications Committee, chartered by the Board in January 2021, provides a precedent for a succession/grooming model, with the two members in their third year serving as co-chairs.) As well, some members also serve on the Leadership Development Program Subcommittee, requiring an additional time commitment. 
 

To change the terms of appointment to the Honors and Yes I Can Committees from two years to three years; reduce the number of members on each committee from seven to six; and have the two members in their third year serve as co-chairs for one year.

This would require amending the “Powers and Duties” of the President in the Bylaws, which indicate that the president will “(a)ppoint chairs of all advisory (emphasis added) committees and workgroups of the Board of Directors, based upon candidates recommended by the Leadership Development Committee, subject to approval of the Board of Directors.”

Proposed language:

Under “Powers and Duties,” the Bylaws indicate that the president will “(a)ppoint chairs of all advisory (emphasis added) committees and workgroups of the Board of Directors, based upon candidates recommended by the Leadership Development Committee, subject to approval of the Board of Directors, except in cases where the Board of Directors has approved a committee charter or recharter which provides for a different model for chairs of a committee (e.g., a grooming/succession model).”

Rationale: 

The succession or grooming model for committee chairs allows committee members to build and demonstrate leadership skills, which is valuable in identifying their capacity to serve in other leadership roles. As well, it is more equitable than selecting one current or recently former committee member to serve as chair.

Members in their second year would be assigned specific responsibilities to help build leadership skills and would have some level of participation in meeting planning.