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COLLEGE BOARD: HUMAN RESOURCES COMMITTEE TERMS OF REFERENCE (TOR)

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TOR NAME

Responsible Owner

Effective date

Human Resources Committee (HRC)

Terms of Reference (TOR)

Human Resources Committee

November 26, 2015

TOR number

Approval Body

Review dates

H R C 2 0 1 5 T O R

College Board

BEGC: 2015-11-12 Board: 2015-11-26

Category

Replaces

Prior Revisions

College Board

HRC TOR approved by the Board

2013-11-21

2015-02-19, 2013-11-21,

2012-09-20, 2008-03-20

TABLE OF CONTENTS

1. PURPOSE 2. COMPOSITION

3. DUTIES AND RESPONSIBILITIES 4. ACCOUNTABILITY

5. COMMITTEE TIMETABLE

6. ROLES AND RESPONSIBILITIES 7. APPENDIX: HR POLICIES

1. PURPOSE

The mandate of the Human Resources and Safety Committee (the "Committee") is to assist the Board in

providing effective oversight of human resource and compensation issues, as well as health and safety issues

across Douglas College. The Committee is responsible for overseeing the College’s human resources strategy,

and ensuring its culture, compensation programs, succession and development plans, performance evaluation

processes, and related policies align effectively with the College’s strategic goals and priorities. The Committee

is also responsible for ensuring that principal risks associated with these issues are appropriately identified,

monitored and managed.

2. COMPOSITION

The Committee will be composed of not less than three and not more than five Directors appointed by the Board

Chair. Two ex-officio members also form part of the committee: the College Board Chair and the College

President and CEO, who are non-voting. Participation of the majority shall constitute a quorum. The College

Secretary shall be secretary to the Committee and, together with the College AVP Human Resources, is a

non-voting resource. Annually, the Committee shall elect a Chair.

3.

DUTIES AND RESPONSIBILITIES

Subject to the powers and duties of the Board, the Committee shall be responsible for addressing the issues and

tasks described in the following Committee Timetable according to the schedule identified. The table entitled

Roles and Responsibilities is incorporated into these Terms of Reference to provide clarity as to the levels of

review and approval required for human resources-related functions of the President, the Board Chair, the

Committee and the Board. Subject to approval by the Board Chair, the Committee may engaged independent

consultants as required to assist with its duties.

4. ACCOUNTABILITY

At every meeting of the Board, or more often if required, the Committee shall provide a report on its deliberations

and recommendations since its last such report. All meeting minutes of the Committee shall be retained.

Please note: All Committee and Board of Director approvals outlined herein are subject to all necessary Public

Sector Employer’s Act, the Public Sector Employers’ Council (PSEC), and Post-Secondary

Employers’ Association (PSEA) approvals.

(2)

5.

COMMITTEE CALENDAR

HUMAN RESOURCES COMMITTEE (HRC) CALENDAR

JAN FEB MAR MAY JUN JUL,

AUG SEP NOVDEC AS NEEDED

EXECUTIVE APPOINTMENTS AND AGREEMENTS

1. Review and approve any proposed Executive appointments (other than the

President). 

2. Review and approve all individual agreements between the College and the Executives (other than the President), including those dealing with employment, retirement, termination, post-employment restrictions, and any other special circumstances.

Ensure agreements are consistent in all material respects with Board-approved templates, plans and policies.

3. Review and make recommendations to the Board in respect of all agreements between the College and the President, including those dealing with

employment, retirement, termination, post-employment restrictions, and any other special circumstances.

4. Review the job description for the role of President, and recommend changes

to the Board as appropriate. 

COMPENSATION STRUCTURE AND ANNUAL INCREMENTS JAN MAR MAY JUN J-A SEP NOV As Needed

5. Review the College's total compensation philosophy annually, and recommend changes to the Board as appropriate. Consider alignment with overall College

strategy, financial and operating performance, and PSEC requirements. 

6. Review the Terms & Conditions of Employment for Exempt Employees and recommend changes to the Board as appropriate. Review shall include the overall compensation structure, the levels and types of benefits, and associated policies/guidelines.

 

7. Review templates for Executive employment agreements; recommend material

changes for Board approval as appropriate. 

8. Review the President's total compensation annually; recommend changes to the Board for approval after taking into consideration the President's evaluation, relevant market data, college finances, and PSEC restrictions.

9. Review proposed increments to exempt employee salary bands, with such review to be informed by relevant market data, College finances, and PSEC restrictions. Recommend changes for Board approval.

 

10. Review and approve annual compensation increments for each member of the Executive team (other than the President), after taking into consideration the evaluation and recommendation of the President.

 

11. Review proposed strategy for bargaining with the College's unions. Ensure compliance with PSEC mandate. Pre-approve any potential changes to collective agreements that may affect management rights. Report material bargaining issues to the Board.

12. Review and recommend for Board approval any tentative agreements reached

with the College's unions. 

(3)

HUMAN RESOURCES COMMITTEE (HRC) CALENDAR

JAN FEB MAR MAY JUN JUL,

AUG SEP NOVDEC AS NEEDED

14. Review succession and development plans for the Executive team and other key roles (CIO, Registrar and Director, IR). Ensure organisational risk is appropriately identified and mitigated. Report key succession issues to the Board in-camera.

 

15. Recommend the CEO succession plan for Board approval.

16. In consultation with the Board Chair, review and recommend the President's

annual goals and objectives for Board approval. 

17. Lead the President's performance review, including both annual and

comprehensive multi-year reviews. Together with the Board Chair, report back to the Board in-camera at the conclusion of the review cycle and recommend Board approval.

 

18. On a semi-annual basis, review Executive team and key role performance with

the President. Review plans to address any performance issues.   

HR STRATEGY, RISK MANAGEMENT, POLICY, AND REPORTING JAN MAR MAY JUN J-A SEP NOV As Needed

19. Oversee the development and execution of HR strategy. Review and monitor timely reports from management regarding: progress against HR strategic priorities, relevant HR performance metrics, engagement measures, and significant HR issues. Provide advice and direction as appropriate.

 

20. Review and monitor the College's risk profile in respect of those risks relevant to the Committee's mandate. Assess the effectiveness of the College's HR and health and safety risk mitigation policies and strategies, and report key findings to the Board.

 21. Monitor the College's health and safety performance; receive and review regular

reports regarding the College's health and safety programs, policies, and results. Review major incident investigations and findings of safety audits.

   

22. Conduct an annual review of all significant HR policies, including HR components of the Code of Conduct; recommend changes for Board approval as

appropriate.

 23. Receive and review reports regarding HR related issues/incidents reportable

under the College's Code of Ethics as well as the Protected Disclosure

(Whistleblower) Policy.

 24. Review the annual Executive Compensation Disclosure report prepared by

management and recommend to the Board for approval.  

OTHER JAN MAR MAY JUN J-A SEP NOV As Needed

25. Elect Committee Chair.

26. On an annual basis, review the Committee's Terms of Reference and

recommend changes to the Board for approval. 

27. On an annual basis, review the Board Expense Policy, and recommend

changes to the Board for approval. 

28. Review and/or oversee any other human resource or health and safety related

issues as delegated to the Committee by the Board. 

29. Undertake other activities as requested by the Board Chair.

(4)

6. ROLES

AND

RESPONSIBILITIES

ROLES AND RESPONSIBILITIES

PRESIDENT and CEO BOARD CHAIR HUMAN RESOURCES COMMITTEE BOARD

RECOMMENDS RECOMMENDS REVIEWS APPROVES RECOMMENDS APPROVES

EXECUTIVE APPOINTMENTS AND AGREEMENTS

1. Executive appointments, except CEO   

2. Agreements between the College and Executives, except CEO   

3. Agreements between the College and CEO    

4. CEO job description    

5. Executive agreements in compliance with PSEC requirements  

COMPENSATION STRUCTURE AND ANNUAL INCREMENTS

6. Compensation philosophy    

7. Terms & Conditions of Employment for Exempt Employees    

8. Templates for Executive employment agreements    

9. CEO’s total compensation    

10. Proposed increments to exempt employee salary bands 

11. Compensation increments for Executive team, other than CEO   

12. Collective Bargaining strategy   

13. Collective agreements    

SUCCESSION PLANNING AND EXECUTIVE DEVELOPMENT

14. Organisational structure, and any significant changes  

15. Succession/development plans for Executive team   

16. CEO succession plan   

PERFORMANCE EVALUATION

17. CEO’s annual goals and objectives     

18. CEO performance reviews, both annual and multi-year    

19. Review of Executive team and key role performance and plans  

HR STRATEGY, RISK MANAGEMENT, POLICY, AND REPORTING

20. HR strategy development, execution, and performance   

21. Risk management oversight (HR / Health & Safety)   

22. Health and safety programs, policies, and performance   

23. Significant HR policies, including Code of Conduct    

24. HR issues reported under Code of Conduct/Whistleblower Policy 

25. Executive Compensation Disclosure: annual report    

(5)

7. APPENDIX: HR POLICIES

Douglas College Code of Conduct

A.02.01.01

Conflict of Interest

A.02.01.02

Respectful and Inclusive Environment

A.02.01.03

Protected Disclosure (Whistleblower)

A.02.07.01

Retirement Policy and Service Recognition

A.02.07.02

Employee Exchange

A.02.07.03

Recruitment, Selection and Retention of Employees

A.02.09.01

Sexual Harassment and Personal Discrimination

A.10.02.01

Standards of Conduct involving College Employees

 

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