Present: Max, Leah, Juanca, Soli, Bjørn, Flo, Luis, David, Daniel, and Gaby

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1 CISV October 16-17, 2014 Amsterdam Present: Max, Leah, Juanca, Soli, Bjørn, Flo, Luis, David, Daniel, and Gaby Thursday 16 October Minutes: Soli and Leah Welcome and Introduction We welcomed each other and ran some ice breakers and get to know you activities. Our Type of Board: led by Gaby Gaby gave us a short refresher on what governance means, what a Board s role is, and some best practices examples of Non-Governmental Organization (NGO) governance. We used some of the resources from our meeting of September 2013, when we had the benefit of an external facilitator who was a governance consultant. Topics included the CISV Board code of conduct, types of governance structures, and theories on good governance. We walked through some key elements from the terms of reference and discussed what we felt were our strengths and weaknesses over the past year Budget: led by Daniel Daniel took us through the draft budget for 2015, which projected a significant deficit. We discussed the difference in running deficits in Global Conference years, given the additional costs. We also agreed that in general, deficits should not be incurred to cover recurring operational expenses. Decisions: We agreed that the Global Conference and making sure that it is meaningful and effective for Chapters, is a top priority for We confirmed our earlier decision (published in Info File document C-10) that 2015 fees will increase by 3%. However, we also committed to trying not to increase them each year by that much if possible. We decided to decrease the deficit in the draft budget and try to achieve a balanced budget through discussion with the Committees and Senior Management Team over the coming days. Roles: We assigned Board members, to the remaining vacant roles: Bjørn- Vice Chair Daniel/Resources and Infrastructure Committee liaison to the Peace Fund Leah - Elections Committee Luis - Insurance Company liaison and to serve as the member of the Insurance Company Board who is appointed by CISV International Luis - second Board member on the Training and Quality Assurance Committee Juanca Members Right Task Force liaison Daniel, Luis, Soli International Office Location Study liaisons Page 1 of 6

2 Flo to coordinate a group to begin discussing options for CISV to engage in profitmaking activities (to follow up on discussion below) IO Location Study: led by Juanca and Gaby Juanca and Gaby advised us that they are currently conducting interviews for the Internal Review Working Group; once interviews have been conducted and references sought, the Working Group members will be decided upon very quickly. The Working Group is expected to have its first call by mid-november at the latest. CISV and Profit: led by Max We talked about the different types of income generation for CISV to support our core services besides programme fees. Max and Gaby presented information on what is already being considered as part of strategic planning and the Motion on CISV and Profit that Max had put forward, which suggests putting together a Working Group to produce a feasibility study. Flo will lead an informal group to start some early investigation into this area; for instance, are any NAs already doing work in this area? Decision: The strategic plan draft will be updated to include this investigation. Board attendance at 2015 Regional Meetings We agreed the following potential attendance, based on cost and availability: Europe, Middle East and Africa (Greece) - Max or Soli Asia Pacific (Indonesia) - Bjørn Americas (Mexico) - Luis In person Meetings for 2015 Depending on budget decisions, the tentative dates are: March 13-15, 2015 August 2-4, 2015 (just prior to the Global Conference) Evaluation: led by Leah Leah and Gaby are in a Working Group with Jen Devolder (Resources and Infrastructure Committee) and Margie Parikh (TQA Committee) to develop proposals for evaluations of the Board and Committees. The Working Group provided a recommended approach for discussion. The suggested approach involves both group and peer evaluation along with one-on-one discussions. This will now be discussed with Committees. The Working Group will then develop the procedures and is envisaged that it will be piloted in 2015 and ultimately rolled out to Regional Teams. The Board approved the recommended approach. Leah then took us through the proposed evaluation timelines for the Secretary General (using the process that has been previously agreed), Board and Committees. The next steps are: 1. Now: Collect feedback and approval on the process from the Board 2. Nov/Dec 2014: Board discussion on assessment areas; pilot, partial evaluation of the Secretary General 3. Nov/Dec 2014: Chairs and Senior Managers discuss process with Committees 4. Jan - Mar 2015: Working Group incorporates feedback and develops drafts of Group 5. and individual evaluations 6. Mar - April 2015: Peer evaluations in Board and Committees Page 2 of 6

3 7. June - July 2015: Group evaluations in Boards and Committees (separate from peer evaluations) 8. July - August 2015: annual Secretary General evaluation, linked closely to the Board evaluation 9. September : repeat process, maybe moving the peer evaluations and adding Regional Coordinators and Regional Delivery Teams Board Ways of Operating: We discussed the types of decisions that the Board makes and what the procedures would be used for each one. Action: Bjørn and Juanca will look into best practices for facilitating decision making. Friday 17 October Minutes: Denise Conference and Events: led by Leah and David Leah and David gave some background on the current situation where we have a supervising Conference and Events Regional Co-ordinator and opened the discussion on how this will work in the future. The discussion moved onto the work of the Committee and what is operational and what is strategic. There is a feeling that the remit of the Committee needs to be made clear, to allow it to be effective. The Terms of Reference of the Committee need to be reviewed to reflect that there is no longer a senior manager in this area and also that this Committee will have to work a little more operationally. David will produce a new Terms of Reference for the Committee and a Role Profile for the supervising Regional Coordinator for us to approve. The discussion then moved to Organizational Relations and where this best fits, in terms of reporting. The Conference and Events Committee was asked to take this area on but in reality this has not happened. Denise has continued as the senior manager for the Organizational Representatives. Following discussion, we revisited the decision we made last year and decided as a Board to take on the strategic overview of organizational relations. The development of a policy would be a joint project of the Board and senior management team, with the input of current and past organizational representatives. Decision: David will be the lead person for Organizational Relations on the Board and will work closely with Denise. This session was followed by a closed Board meeting Evaluation, Part II In early 2014, we conducted a survey of all Committees, Regional Teams and IO staff to see how people felt in their new positions after just a few months. Now that our structure has been in place for almost a year, we intend to repeat the survey process in January/February 2015 to see how things have developed. Page 3 of 6

4 Member Communications The consultation survey on Growth and Sustainable Development and Vision and Mission went out to NAs; the Chapter survey will go out a week later. A smaller survey focusing on vision and mission will go out to Committee members, Regional Coordinators, Regional Delivery Teams, and International Office staff next week as well. The results of the survey, and some further in-depth consultation with a sample of NAs and Chapters, will inform the development of the next Strategic Plan and the vision and mission of the organization. Evaluation of the election of members process: led by Flo We were joined by Bebbe Hron, who was on the 2014 Election Committee. Flo explained how the election process went this year, what went well and some of the challenges. She acknowledged the amount of work the process caused for Bebbe and other staff at the International Office. The 2014 Election Committee has a number of recommendations for running future elections, which Flo and Bebbe outlined. In particular, they recommend that deadlines should be strictly maintained and that the Election Committee should have limited discretion to extend deadlines. Their other recommendations include not inviting nominations since potential candidates can nominate themselves. However, anyone may contact and encourage people whom they thing should stand for election. They also recommend that references for candidates should be replaced by endorsements. This is because references are published and referees may feel less able to be honest. They noted that they received feedback on a perceived lack of diversity on the and among candidates. The Committee recommend that we publish a profile of the Governing Board with existing skills sets and identifying specific skills we wish to attract. We had a deep discussion on how we attract a diverse range of candidates. Decision: We agreed with all of the recommendations and as any changes to the electoral procedure require Membership approval, they will now be sent to the Members in November. Global Conference Working Group: led by Flo and David We were joined by Basma Hosny, who is the new Coordinator of this group. Flo gave an update on the early work of this new Working Group. We discussed what the Members meeting section of the Global Conference would look like - how long it will take and what it would cover. We are concerned that the Members Meeting should be run in a way that does not overtake the Global Conference. Flo outlined some budget considerations. We need to look carefully at which people need to be attend (to deliver sessions/be available for consultation) so we can prioritise funding. We also need to be clear on our role as a Board at the Global Conference. We offered our thanks and continued support to the Working Group. Luis highlighted that in the Articles of Association, it is stated that in a Global Conference year the election of new Board members is to happen at the meeting. Page 4 of 6

5 Decision: We recommend that we change this procedure and that even in Global Conference years, voting should be done virtually. Along with other Election procedural changes, we will present this to Members for consideration and approval. Strategic Planning We have been joined by members of the senior management team: David, Bebbe, Rupert and Denise. Gaby introduced a presentation on the strategic planning process so far and a timeline for going forward. We will introduce this to Committees and explain their role and input in the next steps in the process. Committee and Regional Coordinator Communication Bebbe led a discussion on best practice guidance for Committee and Regional Coordinator Communications, developed by members of the senior management team. This led to further discussion on need for clarity around communications within the Conference and Events area and the different way it is set up. Concerns were discussed on continuing grey areas, which should be dealt with in a proposed complaints procedure. Decision: We approved the document. Documenting Committee Work Plans Rupert introduced a recommendation from some of the senior management team on documenting and maintaining Committee workplans. Decision: We agreed to adopt the suggested process. Quarterly report to the Board from the Secretary General and Senior Management Team A first quarterly report from the Secretary General and Senior Management Team has been produced. Max asked for feedback on the document and suggested that there should be some way of sharing a summary of this report, along with other reports, with Members. We will pilot sending a year-end report to Members early in Saturday 18 October (short, informal meeting) On Saturday we discussed and shared our participation at 2014 National Board Meetings; Leah and Daniel were with CISV USA, Juanca with CISV Brazil and Max with CISV Italy. We shared experiences and discussed how both Boards and the NAs who invite us (and pay the expenses) can benefit from our presence at their National Board Meetings. Sunday 19 October (short, informal meeting) On Sunday we discussed in more detail and finalised the sessions that the will hold at the Global Conference. Page 5 of 6

6 Sunday 19 October with the Resources and Infrastructure Committee We met again with the Resources and Infrastructure Committee and approved in principle the 2015 budget with a much reduced deficit that they were able to propose, thanks to everyone's efforts. We also took the following decisions relating to participation and meetings at the Global Conference: - We agreed that everyone funded by CISV International to attend the Global Conference will have a key role to play in delivering content and/or making the Conference a success for NAs and Chapters. While we know that our Committee members and Regional Coordinators all have something important to contribute, we also recognise that we will not be able to fund full travel and attendance of about 80 people. This means that we will budget based on a percentage of Committee members and Regional Coordinators attending, and that over the coming months, the Chairs and Senior Managers will work with the Conference and Events Working Group to determine the best way to match the skills and knowledge of our Committee Members and Regional Coordinators with the needs of the Conference. This process will enable us to make informed decisions with regard to who, specifically, will be funded to attend. We may also have partial funding options. - The Board will be present for the Members meeting and will run several sessions (as noted above). In addition, we will meet for two days before the start of the Global Conference - There will not be a formal Committee meeting in advance of the Conference, but all those Committee members who are at the Conference will find some opportunities to meet more informally and still participate fully in the Conference. Our next meetings: 23 November 2014, 8-10 PM (UK time) 14 December 2014, 8-10 PM (UK time) Page 6 of 6