Novanet Executive Terms of Reference
NOVANET BOARD OF DIRECTORS
EXECUTIVE COMMITTEE TERMS OF REFERENCE
Purpose
The purpose of the Executive Committee is to facilitate the work of the Board of Directors by monitoring its agenda and by taking action on the decisions of the Board of Directors.
Authority
The Executive Committee is created by and receives its authority from the Novanet Board of Directors. The Chair of the Executive Committee is also the Chair of the Novanet Board of Directors.
Responsibilities
- Implementation of the policies and decisions taken by the Novanet Board of Directors.
- Recommendation to the Novanet Board of Directors on matters requiring attention and action.
- Oversight of the integration of Novanet policies and procedures on a regular basis.
- Receipt of reports from service groups and project groups reporting to the Novanet Board of Directors.
- Other responsibilities as assigned by the Novanet Board of Directors.
Membership
- Chair of the Novanet Board of Directors
- Vice-Chair (Chair Elect)
- Past Chair, ex officio, non-voting
- Treasurer
- Novanet Manager, ex-officio, non-voting, who shall also serve as Secretary to the Committee
Only the Head Librarian of a Novanet member institution may run for position on the Executive Committee.
The members of the Executive Committee are elected annually by the members of the Novanet Board of Directors at the Annual General Meeting. The term of office for the Chair and elected members of the Executive Committee shall be two years beginning July 1. The position of Chair is a rotating one and all members of the Board of Directors may serve in this position in turn.
Roles and Responsibilities
Chair
- Provide leadership and coordinate activities and communications of the Board of Directors with the support of the Novanet Manager and Executive Committee Members
- Act as spokesperson for Novanet
- Member of the Novanet Audit Committee
- Provides oversight and direction to the Novanet Manager
- Undertakes an annual performance review with the Novanet Manager
- Approve Novanet Manager Expenditures and sign off on expense statements
- Responsible for overseeing the development and publication of Annual Reports
- Serves as Novanet representative on external organizations as required
Vice-Chair (Chair Elect)
- In the absence of the Chair, coordinate the activities and communications of the Board of Directors with the support of the Novanet Manager
- In the absence of the Chair, preside over meetings of the Board of Directors
- Organize and oversee annual Board of Director elections
- Actively participate in decision making and the development of recommendations for the Board of Directors; provide feedback to the Chair
Past Chair
- Ex officio, non-voting member of the Executive Committee
- When the most current Past Chair is absent the next most recent Past Chair will serve on the Executive Committee
- Serve as an advisor and support in activities and initiatives as required
Treasurer
- Produce and present an annual budget for Executive Committee input and Board of Directors approval with the support of the Novanet Manager and ISI
- Provide budget updates to the Executive Committee and Board of Directors
- Provide recommendations for budget revisions and efficiencies
- Oversee the Service Level Agreement between Novanet and its administrative service provider.
- Ensure the Corporation follows processes, rules and regulations in accordance with the Canadian Institute of Chartered Accountants
- Serve as a resource to the Novanet Audit Committee
- Following Audit Committee review, present the audited financial statements to the Board of Directors for approval
- Actively participate in decision making and the development of recommendations for the Board of Directors; provide feedback to the Chair
Election
Procedures for election to the Executive Committee shall observe the following:
- The Board shall be provided a list of all eligible names from the Novanet member institutions, with the exception of the Vice-Chair (Chair Elect).
- The outgoing Chair shall not be eligible to run for the position of Vice-Chair (Chair Elect).
- Normally, a minimum of three years must elapse between terms of office for any position on the Executive Committee.
- Those Head Librarians of Novanet Member libraries who do not wish to stand for election may have their names removed by notifying the Chair.
- Elections shall be carried out so that an announcement of the newly elected positions may be made by May 15 of each year.
Meetings
The Executive Committee shall normally meet at least four times a year.
Limitations
A motion and vote is required for all Executive Committee decisions