Board Meeting Procedures

This document establishes standard Board meeting processes. It is reviewed at least once every seven years and all Board members receive a copy of this document.

• Unless alternate Board procedures have been adopted, the Board will follow the procedures outlined in Robert’s Rules of Order.
• The Board will establish a schedule of regular meetings. Meetings may be held in person, by telephone or video conference, or by other electronic means.
• A Board member who is unable to attend a Board meeting will notify the Secretariat as soon as possible.
• The Board Chair may call special meetings, as required, and cancel a regularly-scheduled Board meeting if there is insufficient business to justify one, or if a quorum of Board members is unable to attend.
• The Board will hold a face to face retreat at least every other year for reflection, strategic planning, and evaluation.
• The Secretariat will circulate, via email, the agenda and related materials to Board members no later than five working days before the meeting. If a pressing issue arises following the setting of the agenda, the Chair will have the discretion to amend the agenda accordingly and to email materials to Board members.
• The Board meetings will be chaired by the Board Chair, or in his/her absence the Vice Chair. If neither is present, the Board will elect a chair person for the meeting.
• The Board Chair will canvas members concerning issues of conflict of interest prior to introducing the agenda.
• At each Board meeting the Board Chair will sign off on the minutes of the last meeting.
• All Board meetings will be held in camera. The Board Chair may invite appropriate persons to attend at pre-arranged times to provide information about agenda items and to discuss proposals and reports; such persons will not be present when the Board subsequently discusses the relevant item(s) and makes its recommendations.
• At the invitation of the Chair, ministry senior management may attend Board meetings as guests and observers only.
• Decisions will be made by majority vote.
• A quorum for Board meetings will consist of a majority of all Board members with the proviso that there be a minimum of four members present.
• The Chair may strike ad hoc or standing subcommittees of Board members to expedite the Board‘s work. The Chair may also appoint an executive committee consisting of at least two Board members who will act on the Board’s behalf between meetings with respect to the designation of Quality Assessors and other matters requiring immediate attention.
• The Chief Executive will serve as secretary to the Board. The Chief Executive may delegate some of the tasks to a Secretariat staff member.
• The Chief Executive will attend all Board meetings and executive committee meetings, if any, and have the option to attend the meetings of any subcommittees.