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HomeMy WebLinkAbout07 Governance Task Force Motion from 08 March 2011 Board EXCERPT FROM: Board Meeting 08 March 2011 117. Report 4, Strategic Planning and Priorities Committee, 02 March 2011 c. Approval Referral to the staff report on governance to the Governance Task Force Moved by Trustee Campbell, seconded by Trustee Funiciello, THAT the following motion be referred to the Governance Task Force: Moved by Trustee FitzGerald, A. THAT staff be directed to prepare a report for the May 2011 SPPC meeting outlining a Committee of the Whole pilot project for implementation in September 2011, including draft amendments to the rules of procedure; and B. THAT the responsibilities and term of the Governance Task Force be amended to include: Development of a work plan for the next 18 months; and Term extension to July 2012 as outlined in Appendix A to staff report 11-062, but excluding Task Force Responsibility A. - Carried – EXCERPT FROM: Strategic Planning and Priorities Committee Meeting 02 March 2011 9. Report 11-062, Board Governance Update Your Committee had before it staff report 11-062, providing an update on the work underway on board governance and recommending a Committee of the Whole pilot project and that the Board Governance Task Force responsibilities be amended. Director Hammond noted that a significant amount of work had gone into this project. Trustee FitzGerald noted that the last task force meeting was held in November 2010 and, although she appreciated the work she was not comfortable supporting staff’s recommendation. She expressed the view that a substitute motion should be put forward. Moved by Trustee FitzGerald, A.THAT staff be directed to prepare a report for the May 2011 SPPC meeting outlining a Committee of the Whole pilot project for implementation in September 2011, including draft amendments to the rules of procedure; and B.THAT the responsibilities and term of the Governance Task Force be amended to include: Development of a work plan for the next 18 months; and Term extension to July 2012 as outlined in Appendix A to staff report 11-062, but excluding Task Force Responsibility A. In response to trustee questions pertaining to why the task force has not had any scheduled meetings since November, Chair McKenzie advised that the calendar has been full and, in her opinion, a discussion should be held by the new Board of what the task force’s mandate should be. Trustee Campbell advised that some interest had been made in a Committee of the Whole meeting structure, but this still needed to be explored further and should be done by the Task Force. Trustee Campbell also questioned the need for Part B of the motion and noted that the motion should be referred back to the Governance Task Force. Trustees speaking against the motion noted that there has been no stakeholder consultation on Part A of the motion; the timing of the task force meetings and competing with other trustee priorities meant attendance was difficult and possibly a date should be placed on the calendar for the meetings; the Board as a whole has not approved or discussed the concept of Committee of the Whole meetings; not enough work has been completed to pilot this in the fall; and a task force should develop the work plan. Director Hammond stated that the report was being provided as in March 2010 staff was directed to create a Board Development Plan. Staff have also, at the same time tried to put forward a recommendation that honoured the motion, the past work of the Governance Task Force and the work with the consultant. Executive Officer Giroux added that the task force has not met since November but considerable work on governance has been done in that period. She noted that in November and EXCERPT FROM: Strategic Planning and Priorities Committee Meeting 02 March 2011 December the focus was on orientation; a governance report was brought to this committee in December seeking direction and that was deferred to January; and governance was an item on the Board/senior staff retreat. She noted that the OESC modules could be used as the ongoing mechanism for delivery of a board governance program. Trustee Scott pointed out that the governance core modules were not worked on at the OPSBA PES, so the board of trustees should commence with the first module and discuss one or two at a time. Trustee Fisher expressed the view that the board of trustees’ job was not to make the recommendations on governance, but to review staff’s recommendations and either agree or send back for further work. He added that, in his opinion, a program was required and the consultant was being paid to develop this, then it was up to the board of trustees to decide whether to participate or not. This work should not be done by the Task Force; there is a consultant hired and very capable staff. In response to a query from Rob Kirwan regarding appendix A, Executive Officer Giroux confirmed that the document was an existing document with proposed amendments. The Task Force made a recommendation to pursue a Committee of the Whole structure and a report on this was brought to this committee in January and it was her understanding that there was support to proceed with this structure and make the necessary By-law changes required but not make other amendments to the current By-laws. Rob Kirwan requested that if there was going to be any discussion on how matters are brought to the Board, that SEAC be consulted. Moved by Trustee Campbell, THAT the following motion be referred to the Governance Task Force Committee: Moved by Trustee FitzGerald, A. THAT staff be directed to prepare a report for the May 2011 SPPC meeting outlining a Committee of the Whole pilot project for implementation in September 2011, including draft amendments to the rules of procedure; and B. THAT the responsibilities and term of the Governance Task Force be amended to include: Development of a work plan for the next 18 months; and Term extension to July 2012 as outlined in Appendix A to staff report 11-062, but excluding Task Force Responsibility A. In response to a trustee query regarding the terms of reference indicating that the term of the committee continue until November 2010, Executive Officer Giroux noted that there is a provision that speaks to the standing down of committees at the end of the Board’s term, and at that time the question was asked whether the committee had completed its mandate and the Organizational Board Meeting decided to continue with the appointment of the members. EXCERPT FROM: Strategic Planning and Priorities Committee Meeting 02 March 2011 In response to a trustee question regarding the consultant’s contract being extended, Executive Officer Giroux confirmed that the motion does not contemplate a contract extension and that it would not be extended without confirmation from the Board. * * * The 10:30 p.m. vote received the required 2/3 majority. * * * Moved by Trustee Campbell, THAT the following motion be referred to the Governance Task Force Committee: Moved by Trustee FitzGerald, A. THAT staff be directed to prepare a report for the May 2011 SPPC meeting outlining a Committee of the Whole pilot project for implementation in September 2011, including draft amendments to the rules of procedure; and B. THAT the responsibilities and term of the Governance Task Force be amended to include: Development of a work plan for the next 18 months; and Term extension to July 2012 as outlined in Appendix A to staff report 11-062, but excluding Task Force Responsibility A. (Appendix A) - Carried - 02 March 2011 Report No. 11-062 to Strategic Planning & Priorities Committee Re: Board Governance Update ORIGINATORS: Barrie Hammond, Director of Education and Secretary of the Board Michele Giroux, Executive Officer, Corporate Services (ext. 8607) PURPOSE: 1. To provide an update on the work underway in the area of Board Governance and to recommend that staff be directed to develop a Committee of the Whole pilot project and that the responsibilities of the Board Governance Task Force be amended. BACKGROUND: 2. There has been a significant increase in the attention paid to governance in all sectors of society in recent years. Effective oversight is seen as a critical part of overall organizational effectiveness and outcomes. 3. For each of the past two years, as part of its annual evaluation process, the Board has identified changes to governance practices as an important area of focus. More recently, the passage of Bill 177 brought changes to the Education Act particularly in the area of governance. The Ottawa- Carleton District School Board has a number of governance initiatives underway, including the work of the Board Governance Task Force and the work with the governance consultant. 4. The Board Governance Task Force was created by Board motion in March 2010 to review and improve the governance structure and practices of the Ottawa-Carleton District School Board, specifically in the context of the rules of procedure and committee structure. A copy of the terms of reference is outlined in Appendix A (bolded area indicates proposed changes). 5. While the Task Force has been working on the governance structure, work has also been underway with a governance consultant with respect to board development. This work was undertaken in response to the Board motion passed in March 2010, which directed the creation of a Board Development Plan for new members, including an orientation program and ongoing board development such as roles and responsibilities.The governance consultant has been involved in both the Board Evaluation process and the creation of a board development program, the first phase of which was orientation. 6. In January 2011, a report to the Strategic Planning and Priorities Committee (SPPC) provided a detailed overview of the history of the work of the Board Governance Task Force and the work being undertaken with the consultant retained to support the Board’s governance work. ______________________________________________________________________________ Report 11-062, Board Governance Task Force 1 STATUS: 7. The Governance Task Force has invested considerable time and energy to discussions about ways in which governance can be improved at the OCDSB and has recommended a pilot project to move to a Committee of the Whole structure in September 2011. This concept was discussed in January at the SPPC meeting and was generally endorsed by the members. The Task Force has not had the opportunity to meet since that date. 8. Since the January SPPC meeting, members of the Board and some staff have attended the Public Education Symposium hosted by the Ontario Public School Boards Association (OPSBA). This meeting included the opportunity for members to participate in the board governance program developed by the Ontario Education Services Corporation in collaboration with the Schulich School of Business. The core modules were delivered at the session, but there are an additional ten modules that could be used as part of a board development program. 9. The Board has already directed the creation of a board development program and the Ontario Education Services Corporation (OESC) modules provide the framework for such a program. The modules are designed to be delivered by a facilitator. OESC has established a list of qualified facilitators, and has confirmed our current governance consultant could deliver the modules. The modules provide a framework for discussion about key governance including: Module 1: Authentic Governance through Ethical Leadership Module 2: Raising the Bar: Governance and Student Achievement Module 3: Roles and Responsibilities Module 4: Relationships Module 5: Performance review Module 6: Multi-year Strategic Planning Module 7: School Board’s Role as Policymaker Module 8: Conflict Management Module 9: Family and Community Engagement Module 10: Advocacy Role Module 11: Conflict of interest; quasi-judicial hearings – some legal aspects of governance Module 12: Running effective Meetings Module 13: Finance Module 14: Human Resources One possible approach for delivery of the modules is to schedule one evening every 4-6 weeks for discussion of a module. An important part of the discussion would be the identification of specific deliverables that could be undertaken to improve governance processes at the OCDSB. 10. The governance consultant also participated in the first day of the Board/Senior Staff retreat held on February 4 and 5, 2011. The retreat provided a forum to identify governance issues and strategies in a very creative manner. At the end of that session, the facilitator concluded that the members of the Board and senior staff have a very good understanding of the nature of the governance issues and have the resources within the group to develop strategies to address those issues. He advised that the Board as a whole needed to make a commitment to move forward to effect change and confirmed his willingness to provide ongoing resource support in that regard. ______________________________________________________________________________ Report 11-062, Board Governance Update 2 The facilitator has also suggested it might be easier for a smaller group to discuss issues and bring them back to the Board/Committee which could effectively be done through the Governance Task Force. 11. This raises the possibility of a change to the mandate of the Governance Task Force which would broaden the mandate of that group. Rather than focus on the procedural issues associated with a Committee of the Whole pilot project, it has been suggested that the Task Force be responsible for working with the consultant to develop a broader governance strategy, including a possible strategy for delivery of the modules as part of the board development program. 12. It has also been noted that those discussions and related deliverables might include issues such as delineation of the roles and responsibilities between the board of trustees and the Director of Education, consideration of the content of staff reports (what’s in/what’s out); the Board monitoring role; how information comes to the Board; what is governance and what is not would be a beneficial governance tool. 13. A significant amount of work has gone into the identification of issues relating to board governance. Two specific next steps which may help advance the work in this area are: To direct staff to prepare a report for the May 2011 SPPC meeting as a discussion item outlining a Committee of the Whole pilot project for implementation in the fall of 2011, including draft amendments to the rules of procedure (the report would then go forward to the June 2011 SPPC meeting for action, with amendments to the Board’s By-laws and Standing Rules required to come before the Board by way of Board member motion) and To revise the responsibilities and term of the Governance Task Force to coordinate work with the governance consultant on the delivery of the OESC modules and develop a work plan for the next 18 months to include such items as roles and responsibilities and delegation of authority and accountability. 14. On a related topic staff is pursuing training for meeting Chairs which will be open for all trustees to attend and will be scheduled for late March/early April. CONSULTATION PROCESS: 15. Various reports on governance have been before the Strategic Planning and Priorities Committee for public information and non-voting representative input. There has been no formal consultation process with respect to the recommendation within this report. As we move forward there will need to be consultation with stakeholder groups regarding their method of participation in a Committee of the Whole structure. FINANCIAL IMPLICATIONS: 16. While staff resources have been identified to work with the Governance Task Force there will be workload implications. The current contract with the governance consultant has a $50,000 value and is near completion. A contract extension would be required to continue this agreement. The estimated cost is $50,000 which could include the upcoming Board evaluation work as well and could be absorbed within existing budgets. ______________________________________________________________________________ Report 11-062, Board Governance Update 3 RECOMMENDATION: A.THAT staff be directed to prepare a report for the May 2011 SPPC meeting outlining a Committee of the Whole pilot project for implementation in September 2011, including draft amendments to the rules of procedure and B.THAT the responsibilities and term of the Governance Task Force be amended to include: Coordination of work with the governance consultant on the modules from the Ontario Education Services Corporation; Development of a workplan for the next 18 months; and Term extension to July 2012 as outlined in Appendix A to staff report 11-062. Barrie Hammond Michèle Giroux Director of Education and Executive Officer, Corporate Services Secretary of the Board ______________________________________________________________________________ Report 11-062, Board Governance Update 4 Appendix A Staff Report 11-062 OCDSB’s Board Governance Task Force Terms of Reference Mandate The mandate of the Board Governance Task Force will be to improve the governance structures and practices of the Ottawa-Carleton District School Board. Task Force Responsibilities The Board Governance Task Force will work as a special purpose committee on the following items: A. Review of the Board and Committee structure, and -laws and Standing Rules. B. Review of the Board By A. To coordinate work with the governance consultant on the delivery of the Ontario Education Services Corporation (OESC) governance modules as the OCDSB Board Development Program and B. To develop a governance workplan for the next eighteen months using the Board Development Program as a framework to address specific issues such as: Governance Philosophy and Principles (What is Governance?) Roles and Responsibilities (Board vs. Director of Education) Effective Communications Delegation of Authority and Accountability Board and Committee Reports (expectations, content, etc.) Membership The Board Governance Task Force shall be comprised of a minimum of five and a maximum of seven trustees, appointed by the Board. The Board Governance Task Force will be supported, as required, by the following internal Board resources: Director (ex-officio) Executive Officer, Corporate Services Board Services Term of Board Governance Task Force July 2012 . The Board Governance Task Force members will serve until November 2010 Meeting Frequency The Board Governance Task Force will meet at the call of the chair. It is expected that the Board Governance Task Force will meet at least on a monthly basis during the school year. ______________________________________________________________________________ Report 11-062, Board Governance Update 5