Governance Process ENDS. Board- President Relationship. Executive Limitations

Size: px
Start display at page:

Download "Governance Process ENDS. Board- President Relationship. Executive Limitations"

Transcription

1

2 Monitoring Schedule Limitation Policies Policy Method Frequency EL-1 General Constraints Internal Report Annually, Oct EL-2 Board Duties and the Internal Report Annually, Sep EL-3 Staff Treatment Internal Report Annually, Oct EL-4 Planning Internal Report Annually, Jan EL-5 EL-6 Budget/Financial Forecasting Financial Condition Internal Report Internal Report External Audit Quarterly, Bi-annually Annually EL-7 Communication & Counsel to the Board Internal Report Annually, Mar EL-8 Asset Protection Internal Report External Audit Annually, Dec Annually EL-9 Compensation & Benefits Internal Report Annually, Mar EL-10 Emergency Succession Internal Report Annually, Mar EL-11 Treatment of Students Internal Report Annually, Apr EL-12 Public Image Internal Report Annually, May EL-13 Partnerships Internal Report Annually, Apr

3 EL-1 GENERAL EXECUTIVE CONSTRAINTS GENERAL EXECUTIVE CONSTRAINT EL-1 Approved: October 19, 2012 April 20, 2012 Revised: October 16, 2012 The /CEO will not cause or allow any practice, activity, decision or organizational circumstance which is either illegal, imprudent or in violation of generally accepted business and professional ethics. Monitoring: Internal Report annually; Direct Board Inspection through the presidential evaluation instrument.

4 EL- 2 BOARD DUTIES & THE PRESIDENT Board Duties and the EL - 2 Approved: April 19, 2013 Reviewed: March 22, 2013 The Board of Governors is responsible for governing and the will manage the affairs of NWCC. The will faithfully implement the policies and directions provided by the Board of Governors. Further, without limiting the scope of the above statement the shall not fail to: 1. Assist in determining the mission, vision and values of NWCC. 2. Conduct staff recruitment and selection procedures consistent with the Ends policies of the NWCC Board of Governors and the Institutional Code of Ethics. 3. Determine the administrative and academic organization of NWCC. 4. Exercise internal disciplinary jurisdiction over the non-academic conduct of students, including the power to expel or suspend for cause. 5. Enter into agreements to further NWCC s purposes, including agreements to develop and deliver joint programs (as per the College & Institute Act). MONITORING: Internal, Annual in September.

5 EL-3 STAFF TREATMENT Staff Treatment EL-3 Approved: October 19, 2012 April 20, 2012 Revised: October 19, 2012 The /CEO will not deal inappropriately with staff, volunteers and the community. The /CEO will not: 1. Operate without personnel procedures which clarify personnel rules, provide for effective handling of grievances and protect against wrongful conditions; 2. Discriminate against anyone for expressing an ethical dissent; 3. Prevent staff from appealing to the Board when it is alleged that internal policies and appeal procedures have not been followed; 4. Fail to institute processes to acquaint staff to a reasonable extent with their responsibilities and rights; 5. Fail to operate within the Values and Operating Principles of NWCC; MONITORING: Internal report annually satisfaction survey, report of grievances.

6 EL-4 PLANNING PLANNING EL-4 Approved: April 20, 2012 Reviewed: April 10, 2012 The /CEO may not impede the vision or prohibit the achievement of the Ends Statements of the College. The /CEO may not develop plans which: 1. Do not take into consideration the opinions of the Education Council and other relevant internal planning committees. 2. Do not take into consideration regional demographic, economic and social trends. 3. Do not take into consideration the views and opinions of employees, students, employers and advisory committees. MONITORING: Internal, Annual in January.

7 EL- 5 BUDGET/FINANCIAL FORECASTING BUDGET/FINANCIAL FORECASTING EL- 5 Approved: April 20, 2012 Reviewed: December 9, 2011 April 10, 2012 Budgeting for any fiscal year or the remaining part of any fiscal year shall ensure the fiscal integrity of the college and protect against fiscal jeopardy while materially supporting the multiyear plan and board Ends priorities. Accordingly, the may not cause or allow budgeting which: 1. Fail to include credible projection of revenues and expenses, separation of capital and operational items, cash flow, and disclosure of planning assumptions. 1.1 Fail to include provision for replacement and repair of capital assets, based on long term administrative planning. 2. Plan the expenditure in any fiscal year of more funds than are conservatively projected to be received in that period including funds to cover debt servicing; 3. Does not provide the annual operating funds for board prerogatives, such as costs of fiscal and internal audit, Board development, Board and Committee meetings, and board professional fees; 4. Endanger the fiscal soundness of future years or ignore the building of organizational capability sufficient to achieve ends in future years. 5. Fail to bring the budget for the following year to the Board of Governors for approval. MONITORING: Internal Quarterly and Annual Budget vs. Actual Expense Reports; annual Audit Report.

8 EL- 6 FINANCIAL CONDITION FINANCIAL CONDITION EL- 6 Approved: April 20, 2012 Reviewed: April 10, 2012 December 9, 2011 With respect to the organization s financial health, the shall ensure the fiscal integrity of the College and protect against deviation of actual expenditures form Board priorities established in Ends policies. Accordingly, the shall not: 1. Fail to ensure that the College operates within the parameters established by the Board approved operating budget; applying such internal control and monitoring practices and directing such operational corrections as may be required to observe that budget. 2. Use any long-term reserves except as directed by the Board. 3. Fail to ensure appropriate segregation of operating, capital, endowment and trust funds, and ensure that all are applied to their intended purposes. 4. Allow tax payments or other government ordered payments or filings to be overdue or inaccurately filed. 5. Fail to advise the Board when the sum of all cash and investments falls below the equivalent of the monthly financial commitments (payroll, utilities, leases, etc.) of the College. 6. Use the College s funds to support other agencies or organizations unless in the direct interests of the College. 7. Issue tax receipts for donations acceptable to the College that do not reflect the fair market value of the gift. MONITORING: External Annual Auditor s Report Internal Finance & Audit Committee/ Committee

9 EL- 7 COMMUNICATION & COUNSEL TO THE BOARD COMMUNICATION AND COUNSEL TO THE BOARD EL- 7 Approved: April 20, 2012 Reviewed: April 10, 2012 The /CEO will not provide information and advice to the Board that is untimely, incomplete or inaccurate. The /CEO may not: 1. Neglect to submit monitoring data required by the Board. 2. Neglect to inform the Board of anticipated adverse media coverage, actual or anticipated legal actions or changes in the assumptions on which a Board policy was established. 3. Fail to advise the Board of concerns that the Board or Board members are not in compliance with Board policies on and Staff MONITORING: Internal report direct board inspection through ial Evaluation.

10 EL- 8 ASSET PROTECTION ASSET PROTECTION EL- 8 Approved: April 20, 2012 Reviewed: December 9, 2011 April 10, 2012 The /CEO may not fail to maintain or protect the financial and physical assets of the institution. Accordingly, the shall not: 1. Fail to insure board members, staff or the College itself against theft, casualty and liability losses, in amounts consistent with the comparable organizations; 2. Fail to protect plant and equipment from misuse and inadequate maintenance; 3. Fail to maintain appropriate policies and take all reasonable actions to protect the organization, its board or staff from claims of liability; 4. Fail to maintain appropriate policies and take all reasonable actions to protect the organization, its board or staff from claims of liability; 5. Fail to establish controls to ensure that the receipt, processing and disbursement of funds is sufficient to meet our fiduciary requirements and the standards of the Office of the Auditor General; 6. Acquire, encumber or dispose of land or buildings. MONITORING: Internal report annually by Vice of Education & Student Services; External report Auditor annually

11 EL- 9 COMPENSATION & BENEFITS COMPENSATION AND BENEFITS EL- 9 Approved: April 20, 2012 Reviewed: April 10, 2012 The /CEO will not provide for compensation and benefits for employees that deviate materially from market. The /CEO may not: 1. Change his or her compensation or benefits. 2. Establish current compensation and benefits for employees which: 2.1. Deviate substantially from the geographic or employment market for the skills employed Deviate from the guidelines most recently provided by the Post Secondary Employers Association Compensate any employee beyond the terms of his/her individual contract or collective agreement by way of perquisites or special arrangements (personal loans, non-college travel and entertainment, gifting of college supplies and equipment). MONITORING: Internal report annually, on or before June 30.

12 EL- 10 EMERGENCY EXECUTIVE SUCCESSION EMERGENCY EXECUTIVE SUCCESSION EL- 10 Approved: April 20, 2012 Reviewed: December 9, 2011 April 10, In order to protect the Board from sudden loss of Chief Services, the may not have fewer than two (2) senior administrators familiar with Board and ial issues and processes. 2. In the case of an Emergency Succession, the will have provided the Committee with a recommended successor. The Committee has the final approval on succession. 3. In the absence of the, the Committee of the Board shall name an Acting with seven (7) days. 4. In the event of a long term absences by the, the Committee will address the interim succession. MONITORING: Internal, Annual in March.

13 EL- 11 TREATMENT OF STUDENTS Treatment of Students EL- 11 Approved: April 19, 2013 Reviewed: March 22, 2013 With respect to the treatment of students or potential students, the shall not cause nor allow conditions, procedures, or decisions which are unsafe, inhumane, unfair, disrespectful, in violation of human rights, or that fail to provide appropriate confidentiality and privacy, or appropriate access to education. Further, without limiting the scope of the above statement, the shall not: 1. Discriminate against anyone for respectfully expressing an ethical dissent. 2. Prevent students from grieving to the Board of Governors when internal grievance procedures have been exhausted, and the student alleges either: 2.1 That Board policy has been violated to his or her detriment, or 2.2 That Board policy does not adequately protect his or her human rights. 3. Fail to acquaint students with their rights and responsibilities. 4. Operate without clear written guidelines for the handling of student complaints. MONITORING: Internal Annual Report, April

14 EL- 12 PUBLIC IMAGE Public Image EL- 12 Approved: April 19, 2013 Reviewed: March 22, 2013 The shall not fail to ensure that NWCC has a positive, high profile in the public. Further, without limiting the scope of the above statement, the shall not: 1. Fail to establish an effective corporate communications and public relations strategy. 2. Harm NWCC s public image or credibility. 3. Fail to make information regarding Board decisions available and easily accessible to the public. MONITORING: Internal report, Annually in May

15 EL- 13 PARTNERSHIPS Partnerships EL- 13 Approved: April 19, 2013 Reviewed: March 22, 2013 The shall not fail to develop partnerships to achieve the Board of Governors Ends to maximize efficiency and effectiveness in the use of resources. Further, without limiting the scope of the above statement, the shall not: 1. Fail to take the initiative in developing appropriate partnerships to achieve the Board s Ends. 2. Fail to obtain appropriate input from stakeholders to achieve the Board s Ends. 3. Develop or continue collaborative relationships with organizations whose principles or practices are incompatible with achievement of the Board s Ends. MONITORING: Internal Annual Report, April

POLICY GOVERNANCE. First adopted in 1995, with various revisions made through the years

POLICY GOVERNANCE. First adopted in 1995, with various revisions made through the years POLICY GOVERNANCE The Board of Trustees of Garden City Community College acknowledges the counsel of John Carver and the use of materials by him in formulating this model of Policy Governance. First adopted

More information

BOARD OF GOVERNORS GOVERNANCE MANUAL COLLEGE OF THE ROCKIES. Board Governance Manual

BOARD OF GOVERNORS GOVERNANCE MANUAL COLLEGE OF THE ROCKIES. Board Governance Manual BOARD OF GOVERNORS GOVERNANCE MANUAL GOVERNANCE MANUAL TABLE OF CONTENTS THE BOARD S GOVERNANCE MODEL INTRODUCTION AND OVERVIEW...1 LINKING WITH THE OWNERSHIP...4 BOARD POLICIES: ENDS...5 Mission Statement...6

More information

BOARD OF DIRECTORS POLICY GOVERNANCE MANUAL

BOARD OF DIRECTORS POLICY GOVERNANCE MANUAL BOARD OF DIRECTORS POLICY GOVERNANCE MANUAL The Board of Directors for Manhattan Area Technical College acknowledges the use of materials created by John Carver, Garden City Community College, the Kansas

More information

The Governance Arrangements of the Corporation of Sussex Coast College Hastings SCHEME OF DELEGATION

The Governance Arrangements of the Corporation of Sussex Coast College Hastings SCHEME OF DELEGATION The Governance Arrangements of the Corporation of Sussex Coast College Hastings SCHEME OF DELEGATION Scheme for the Delegation of Board Powers and Executive Limitations 1. Context This Scheme forms part

More information

PUBLIC AUTHORITY BOARD MEMBER DUTIES Anita Laremont, SVP - Legal & General Counsel Empire State Development Corporation December 2005

PUBLIC AUTHORITY BOARD MEMBER DUTIES Anita Laremont, SVP - Legal & General Counsel Empire State Development Corporation December 2005 PUBLIC AUTHORITY BOARD MEMBER DUTIES Anita Laremont, SVP - Legal & General Counsel Empire State Development Corporation December 2005 I. The duties and legal responsibilities of board of director members

More information

Board Policies Manual for The Foundation for the Advancement of Music Education Approved on July 26, 2012

Board Policies Manual for The Foundation for the Advancement of Music Education Approved on July 26, 2012 Board Policies Manual for The Foundation for the Advancement of Music Education Approved on July 26, 2012 Part 1: Introduction and Administration This Board Policies Manual (BPM) contains all of the current

More information

MORLEY COLLEGE LONDON

MORLEY COLLEGE LONDON MORLEY COLLEGE LONDON SCHEME OF DELEGATION 1. This document makes clear how the Governing Body delegates its powers under the Articles of Association adopted on 20 July 2016 (the Articles ) so as to ensure

More information

CODE OF ETHICS AND BUSINESS CONDUCT

CODE OF ETHICS AND BUSINESS CONDUCT CODE OF ETHICS AND BUSINESS CONDUCT 1.0 SCOPE This Code of Ethics and Business Conduct (the Code of Conduct ) is implemented by the Board of Directors (the Board ) of Dominion Diamond Corporation and applies

More information

POLICY REGISTER OF THE FREDERICK COUNTY CONSUMERS COOPERATIVE

POLICY REGISTER OF THE FREDERICK COUNTY CONSUMERS COOPERATIVE POLICY REGISTER OF THE FREDERICK COUNTY CONSUMERS COOPERATIVE BOARD GOVERNANCE BY POLICY When policies are created according to Policy Governance, a few board pronouncements can govern even a large and

More information

CODE OF BUSINESS CONDUCT AND ETHICS

CODE OF BUSINESS CONDUCT AND ETHICS 1 ST FRANKLIN FINANCIAL CORPORATION CODE OF BUSINESS CONDUCT AND ETHICS Introduction This Code of Business Conduct and Ethics ( Code ) describes the basic principles of conduct that we share as officers

More information

East End Food Co-op. Policy Register. Updated February 15, Updated 02/15/2016 EEFC Policy Register Page 1 of 39

East End Food Co-op. Policy Register. Updated February 15, Updated 02/15/2016 EEFC Policy Register Page 1 of 39 East End Food Co-op Policy Register Updated February 15, 2016 Updated 02/15/2016 EEFC Policy Register Page 1 of 39 Contents A. Ends B. Executive Limitations 1. Financial Condition and Activities 2. Business

More information

West Virginia Nonprofit Association

West Virginia Nonprofit Association West Virginia Nonprofit Association 2015 WVNPA P.O. Box 1452 Lewisburg, WV 24901 304-667-2248 www.wvnpa.org West Virginia Principles & Practices for Nonprofit Excellence Introduction West Virginia s nonprofit

More information

Association of British Credit Unions Limited. Board Policy Manual

Association of British Credit Unions Limited. Board Policy Manual Association of British Credit Unions Limited Board Policy Manual May 2017 1. AIMS The Association of British Credit Unions Limited (ABCUL) exists on behalf of its Member credit unions to ensure that credit

More information

(Effective for audits of financial statements for periods ending on or after December 15, 2013) CONTENTS

(Effective for audits of financial statements for periods ending on or after December 15, 2013) CONTENTS INTERNATIONAL STANDARD ON AUDITING 315 (REVISED) IDENTIFYING AND ASSESSING THE RISKS OF MATERIAL MISSTATEMENT THROUGH UNDERSTANDING THE ENTITY AND ITS ENVIRONMENT Introduction (Effective for audits of

More information

The Company seeks to comply with both the letter and spirit of the laws and regulations in all jurisdictions in which it operates.

The Company seeks to comply with both the letter and spirit of the laws and regulations in all jurisdictions in which it operates. 1. Policy Statement CRC HEALTH GROUP, INC. CRC HEALTH CORPORATION CODE OF BUSINESS CONDUCT AND ETHICS It is the policy of CRC Health Group to conduct its business affairs honestly and in an ethical manner.

More information

International Standard on Auditing (Ireland) 315

International Standard on Auditing (Ireland) 315 International Standard on Auditing (Ireland) 315 Identifying and Assessing the Risks of Material Misstatement Through Understanding the Entity and its Environment MISSION To contribute to Ireland having

More information

SRI LANKA AUDITING STANDARD 315 (REVISED)

SRI LANKA AUDITING STANDARD 315 (REVISED) SRI LANKA AUDITING STANDARD 315 (REVISED) IDENTIFYING AND ASSESSING THE RISKS OF MATERIAL MISSTATEMENT THROUGH UNDERSTANDING THE ENTITY AND ITS ENVIRONMENT (Effective for audits of financial statements

More information

ENMAX CORPORATION PRINCIPLES OF BUSINESS ETHICS

ENMAX CORPORATION PRINCIPLES OF BUSINESS ETHICS ENMAX CORPORATION PRINCIPLES OF BUSINESS ETHICS This Policy applies to ENMAX Corporation and its Subsidiaries ( ENMAX ). The Board of Directors has the primary responsibility for the approval of this Policy,

More information

Scope Policy Statement Reason For Policy Procedure Definitions Sanctions Additional Contacts History. Scope. University Policies.

Scope Policy Statement Reason For Policy Procedure Definitions Sanctions Additional Contacts History. Scope. University Policies. Management of Human Resource Records: Personnel Records for Staff and Temporary Employees and Benefit Program Records for All Employees, Retirees, and COBRA Participants About This Policy Effective Date:

More information

GOVERNANCE POLICY. This governance policy has been developed to provide the framework from which the

GOVERNANCE POLICY. This governance policy has been developed to provide the framework from which the GOVERNANCE POLICY This governance policy has been developed to provide the framework from which the Board of Trustees will be guided in the execution of their fiduciary duties to administer and oversee

More information

The Audit Committee of the Supervisory Board of CB&I

The Audit Committee of the Supervisory Board of CB&I The Audit Committee of the Supervisory Board of CB&I General At the Board meeting held in conjunction with the Company's Annual Meeting of Shareholders, and thereafter as necessary, the Board shall appoint

More information

BOARD CHARTER JUNE Energy Action Limited ABN

BOARD CHARTER JUNE Energy Action Limited ABN BOARD CHARTER JUNE 2016 Energy Action Limited ABN 90 137 363 636 Contents Contents... 2 1 Overview... 3 2 Key Board Functions & Procedures... 5 3 Role of the Chairman... 9 4 Role of the Deputy Chairman...

More information

International Standard on Auditing (UK) 315 (Revised June 2016)

International Standard on Auditing (UK) 315 (Revised June 2016) Standard Audit and Assurance Financial Reporting Council June 2016 International Standard on Auditing (UK) 315 (Revised June 2016) Identifying and Assessing the Risks of Material Misstatement Through Understanding

More information

TERMS OF REFERENCE FOR THE HUMAN RESOURCES COMMITTEE

TERMS OF REFERENCE FOR THE HUMAN RESOURCES COMMITTEE The Board of Directors has established the Human Resources Committee of the Board (the Committee ) to analyze, in depth, policies and strategies developed by management in the areas of human resources,

More information

AUDIT COMMITTEE CHARTER

AUDIT COMMITTEE CHARTER AUDIT COMMITTEE CHARTER A. Purpose The purpose of the Audit Committee is to assist the Board of Directors (the Board ) oversight of: the quality and integrity of the Company s financial statements, financial

More information

Computer Programs and Systems, Inc. Code of Business Conduct and Ethics

Computer Programs and Systems, Inc. Code of Business Conduct and Ethics (as of January 28, 2013) Introduction This sets forth the guiding principles by which we operate Computer Programs and Systems, Inc. (the Company ) and conduct our daily business with our stockholders,

More information

All Directors of Chatham Kent Hospice stand in fiduciary relationship to the hospice corporation.

All Directors of Chatham Kent Hospice stand in fiduciary relationship to the hospice corporation. BOARD OF DIRECTORS MANUAL Subject: Duties and Expectations of a Board Director Policy No. CKH-G5 Effective Date: May 20, 2014 Section: Governance IC Standard: Review Date: Jan. 12, 2017 Date: Jan. 12,

More information

TERMS OF REFERENCE & PROFILE: Director of the Board DATE: January 2018

TERMS OF REFERENCE & PROFILE: Director of the Board DATE: January 2018 TERMS OF REFERENCE & PROFILE: Director of the Board DATE: January 2018 REPORT TO: Membership PURPOSE OF THE BOARD OF DIRECTORS: The board of directors has ultimate accountability for the governance of

More information

Page: Page 1 of 5 Effective Date: January 27, 2004 Authorized By: President and CEO Function: Executive

Page: Page 1 of 5 Effective Date: January 27, 2004 Authorized By: President and CEO Function: Executive Page 1 of 5 I. PURPOSE The Board of Directors has adopted the following Code of Business Conduct and Ethics (this Code ) for officers, directors and employees of RBC Bearings Incorporated (the Company

More information

Regents of the University of Michigan Committee Charters Last updated June 17, 2010

Regents of the University of Michigan Committee Charters Last updated June 17, 2010 Regents of the University of Michigan Committee Charters Last updated June 17, 2010 Personnel, Compensation and Governance Committee Charter The Personnel, Compensation and Governance Committee will review

More information

Code of ethics Code of BUsiNess CoNdUCt ANd ethics for employees ANd directors i. PURPose of Code ii. introduction iii. CoNfLiCts of interest

Code of ethics Code of BUsiNess CoNdUCt ANd ethics for employees ANd directors i. PURPose of Code ii. introduction iii. CoNfLiCts of interest CODE OF BUSINESS CONDUCT AND ETHICS FOR EMPLOYEES AND DIRECTORS I. Purpose of Code The purpose of this Code is: to promote the honest and ethical conduct of our directors and employees, including the ethical

More information

BOARD GUIDELINES ON SIGNIFICANT CORPORATE GOVERNANCE ISSUES

BOARD GUIDELINES ON SIGNIFICANT CORPORATE GOVERNANCE ISSUES BOARD GUIDELINES ON SIGNIFICANT CORPORATE GOVERNANCE ISSUES Management and the Board of Directors ( Board ) of Nabors Industries Ltd. (the Company ) are committed to conducting business consistent with

More information

Financial Resources: Control of finances The institution exercises appropriate control over all its financial resources.

Financial Resources: Control of finances The institution exercises appropriate control over all its financial resources. 3.10.3 Financial Resources: Control of finances The institution exercises appropriate control over all its financial resources. Judgment Compliant Non-Compliant Not Applicable Compliance Report Narrative

More information

PRUDENTIAL FINANCIAL, INC. CORPORATE GOVERNANCE PRINCIPLES AND PRACTICES

PRUDENTIAL FINANCIAL, INC. CORPORATE GOVERNANCE PRINCIPLES AND PRACTICES PRUDENTIAL FINANCIAL, INC. CORPORATE GOVERNANCE PRINCIPLES AND PRACTICES A. THE ROLE OF THE BOARD OF DIRECTORS 1. Direct the Affairs of the Corporation for the Benefit of Shareholders The Prudential board

More information

MID-PLAINS COMMUNITY COLLEGE BOARD POLICY INDEX PRESIDENT Monitoring Presidential Performance President s Absence, Delegation of Authority

MID-PLAINS COMMUNITY COLLEGE BOARD POLICY INDEX PRESIDENT Monitoring Presidential Performance President s Absence, Delegation of Authority MID-PLAINS COMMUNITY COLLEGE BOARD POLICY INDEX 2111 Responsibilities of the 2112 Monitoring ial Performance 2113 Vacancy in Administration 2114 s Absence, Delegation of Authority 2115 Delegation of Board

More information

Identifying and Assessing the Risks of Material Misstatement through Understanding the Entity and Its Environment

Identifying and Assessing the Risks of Material Misstatement through Understanding the Entity and Its Environment ISA 315 (Revised) Issued September 2012; updated February 2018 International Standard on Auditing Identifying and Assessing the Risks of Material Misstatement through Understanding the Entity and Its Environment

More information

NORFOLK SOUTHERN CORPORATION. Committee s Role and Purpose

NORFOLK SOUTHERN CORPORATION. Committee s Role and Purpose CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS NORFOLK SOUTHERN CORPORATION Committee s Role and Purpose The Audit Committee (Committee) is a standing committee, the chair and members of which

More information

CODE OF CONDUCT DESCRIPTION PRINCIPLES POLICIES AND DEFINITIONS

CODE OF CONDUCT DESCRIPTION PRINCIPLES POLICIES AND DEFINITIONS CODE OF CONDUCT DESCRIPTION Schneider has adopted the following Code of Conduct ( Code ) to apply to Schneider s directors, officers, managers and associates. While no code or policy can anticipate every

More information

CHIEF EXECUTIVE OFFICER TERMS OF REFERENCE

CHIEF EXECUTIVE OFFICER TERMS OF REFERENCE CHIEF EXECUTIVE OFFICER TERMS OF REFERENCE AGRIUM INC. CHIEF EXECUTIVE OFFICER TERMS OF REFERENCE TABLE OF CONTENTS Page 1. Introduction... 1 2. Overview of Responsibilities: The Board and the Chief Executive

More information

INVESTMENT INDUSTRY REGULATORY ORGANIZATION OF CANADA ( IIROC ) BOARD CHARTER

INVESTMENT INDUSTRY REGULATORY ORGANIZATION OF CANADA ( IIROC ) BOARD CHARTER INVESTMENT INDUSTRY REGULATORY ORGANIZATION OF CANADA ( IIROC ) BOARD CHARTER Introduction The mandate of IIROC is to (a) provide self-regulation of persons who are or were formerly (i) members of IIROC,

More information

Finance Code of Conduct

Finance Code of Conduct Finance Code of Conduct Finance Code of Conduct Purpose and Scope of Code Conduent Finance personnel are relied upon by Company management to: Develop honest and accurate financial statements; Safeguard

More information

Sample Position Description Board of Directors

Sample Position Description Board of Directors Sample Position Description Board of Directors Duties and Expectations of a Director Purpose The hospital is committed to ensuring that it achieves standards of excellence in the quality of its governance

More information

Standards for Excellence Program Organizational Self-Assessment Checklist

Standards for Excellence Program Organizational Self-Assessment Checklist Standards for Excellence Program Organizational Self-Assessment Checklist Instructions for using the checklist: if the organization has met the standard, X if the organization has not met the standard,

More information

Grievance Policy for Faculty Members of The Geisel School of Medicine at Dartmouth

Grievance Policy for Faculty Members of The Geisel School of Medicine at Dartmouth Grievance Policy for Faculty Members of The Geisel School of Medicine at Dartmouth Faculty members of the Geisel School of Medicine are afforded avenues to address grievances that are inclusive of mechanisms

More information

POSITION DESCRIPTIONS

POSITION DESCRIPTIONS Chief Executive Officer Responsible for planning, directing, coordinating and controlling the overall operations of the organization and subsidiaries. Directs short and long-range functions including development

More information

COUNCIL GOVERNANCE POLICY MANUAL

COUNCIL GOVERNANCE POLICY MANUAL First Nation of Na-Cho Nyak Dun P.O. Box 220 Mayo, Yukon. T Y0B 1M0 Phone: (867) 996-2265 Fax: (867) 996-2107 COUNCIL GOVERNANCE POLICY MANUAL ADOPTED: In Principal April 25, 2006 First Nation of Na Cho

More information

AT&T INC. CORPORATE GOVERNANCE GUIDELINES

AT&T INC. CORPORATE GOVERNANCE GUIDELINES AT&T INC. CORPORATE GOVERNANCE GUIDELINES The Board of Directors of AT&T Inc. ("AT&T") acting on the recommendation of its Corporate Governance and Nominating Committee, has developed and adopted the following

More information

CODE OF BUSINESS CONDUCT PENN NATIONAL GAMING, INC.

CODE OF BUSINESS CONDUCT PENN NATIONAL GAMING, INC. CODE OF BUSINESS CONDUCT PENN NATIONAL GAMING, INC. (as amended March 27, 2015) INTRODUCTION The reputation and integrity of Penn National Gaming, Inc. and its subsidiaries (the Company ) are valuable

More information

DOMINO S PIZZA, INC. Corporate Governance Principles

DOMINO S PIZZA, INC. Corporate Governance Principles DOMINO S PIZZA, INC. Corporate Governance Principles One of Domino s guiding principles is We demand integrity. Domino s success is driven by its strong commitment to personal and professional integrity.

More information

Corporate Governance Policy of The Japan Steel Works, Ltd.

Corporate Governance Policy of The Japan Steel Works, Ltd. Corporate Governance Policy of The Japan Steel Works, Ltd. Established: November 18, 2015 Amendment: June 24, 2016 Chapter 1. General Provisions 1. Purpose The purpose of this document is to prescribe

More information

STARWOOD HOTELS & RESORTS WORLDWIDE, INC. CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS

STARWOOD HOTELS & RESORTS WORLDWIDE, INC. CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS STARWOOD HOTELS & RESORTS WORLDWIDE, INC. CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS Starwood Hotels & Resorts Worldwide, Inc. (the Company ) has determined that it is of the utmost importance

More information

ACADEMIC DEPARTMENT FISCAL REVIEW

ACADEMIC DEPARTMENT FISCAL REVIEW CSU The California State University Office of Audit and Advisory Services ACADEMIC DEPARTMENT FISCAL REVIEW California State University, Dominguez Hills College of Health, Human Services, and Nursing Audit

More information

Administrative Responsibilities and Authorities ARA #1

Administrative Responsibilities and Authorities ARA #1 Administrative Responsibilities and Authorities ARA #1 Superintendent s Responsibilities and Authorities Pursuant to section 113 of the School Act, the Board is mandated to employ a superintendent of Schools

More information

TERMS OF REFERENCE FOR THE HUMAN RESOURCES AND COMPENSATION COMMITTEE

TERMS OF REFERENCE FOR THE HUMAN RESOURCES AND COMPENSATION COMMITTEE TERMS OF REFERENCE FOR THE I. PURPOSE The purpose of the Human Resources and Compensation Committee (the Committee ) is to assist the Board in fulfilling its obligations relating to human resource and

More information

THROUGH NCAA POSTSEASON BOWL CERTIFICATION BOARD GOVERNANCE AND ACCOUNTABILITY QUESTIONNAIRE

THROUGH NCAA POSTSEASON BOWL CERTIFICATION BOARD GOVERNANCE AND ACCOUNTABILITY QUESTIONNAIRE BOARD GOVERNANCE AND ACCOUNTABILITY NAIRE Board Governance 1.) Does the Board have a policy to determine if the composition of the membership possesses the requisite expertise to perform its functions?

More information

Auditing of Swedish Enterprises and Organisations

Auditing of Swedish Enterprises and Organisations Auditing of Swedish Enterprises and Organisations March 1st 2018 version 2018:1 1 General Application 1.1 These General Terms govern the relationship between the auditor ( the Auditor ) and the client

More information

Quinte Health Care Board of Directors Policies TABLE OF CONTENTS

Quinte Health Care Board of Directors Policies TABLE OF CONTENTS Quinte Health Care Board of Directors Policies Preamble TABLE OF CONTENTS Part I: Establish Strategic Direction I-1 Vision, Mission and Core Values I-2 Strategic Planning I-3 Community Engagement Part

More information

TERMS AND CONDITIONS OF THE APPOINTMENT OF INDEPENDENT DIRECTORS

TERMS AND CONDITIONS OF THE APPOINTMENT OF INDEPENDENT DIRECTORS TERMS AND CONDITIONS OF THE APPOINTMENT OF INDEPENDENT DIRECTORS I am pleased to inform you that upon the recommendation of the Nomination and Remuneration Committee, the Board of Directors ( the Board

More information

Blue Cross and Blue Shield of North Carolina Corporate Governance Guidelines

Blue Cross and Blue Shield of North Carolina Corporate Governance Guidelines Blue Cross and Blue Shield of North Carolina Corporate Governance Guidelines Over the course of Blue Cross and Blue Shield of North Carolina s ( BCBSNC or the Company ) history, the Board of Trustees (the

More information

METHANEX CORPORATE MANUAL

METHANEX CORPORATE MANUAL SUB- 1.0 Scope All directors, officers and employees of Methanex Corporation and its subsidiaries ( Employee(s) ). 2.0 Purpose To provide Methanex Employees with: a) a set of standards meant to assist

More information

BOARD OF DIRECTORS CHARTER

BOARD OF DIRECTORS CHARTER CORPORATE CHARTER Date issued 2005-11-17 Date updated 2016-07-28 Issued and approved by Uni-Select Inc. Board of Directors BOARD OF DIRECTORS CHARTER INTRODUCTION This Charter is intended to identify the

More information

Information Policy of the Minnesota Historical Society

Information Policy of the Minnesota Historical Society Information Policy of the Minnesota Historical Society Adopted January 17, 2007 Revised January 20, 2011 I. Introduction The Minnesota Historical Society is a non-profit educational institution supported

More information

AUDIT COMMITTEE OF THE BOARD OF DIRECTORS

AUDIT COMMITTEE OF THE BOARD OF DIRECTORS AUDIT COMMITTEE OF THE BOARD OF DIRECTORS CHARTER COMPOSITION AND MEETINGS The Audit Committee assists the Board in fulfilling its oversight responsibilities. The Audit Committee shall consist of no less

More information

The Company seeks to comply with both the letter and spirit of the laws and regulations in all countries in which it operates.

The Company seeks to comply with both the letter and spirit of the laws and regulations in all countries in which it operates. 1. Policy Statement ROOT9B HOLDINGS, INC. CODE OF BUSINESS CONDUCT AND ETHICS The Nasdaq listing standards require that the Company provide a code of conduct for all of its directors, officers and employees.

More information

Global Code of Business Conduct and Ethics

Global Code of Business Conduct and Ethics Global Code of Business Conduct and Ethics Message from the chairman Dear Colleagues: The Hay Group Global Code of Business Conduct and Ethics (the Code ) is our company s statement of commitment to the

More information

AK Steel Corporate Governance Guidelines

AK Steel Corporate Governance Guidelines A AK Steel Corporate Governance Guidelines I. Introduction and Statement of Purpose The Board of Directors of AK Steel Holding Corporation (with AK Steel Corporation, collectively referred to herein as

More information

CREDENTIALS - OFFICE OF BUSINESS AND FINANCE EDUCATION AND PRINCIPAL JOB RESPONSIBILITIES

CREDENTIALS - OFFICE OF BUSINESS AND FINANCE EDUCATION AND PRINCIPAL JOB RESPONSIBILITIES NAME Betty Smith Robin Deaver Jeannie Plummer Charles Smith CREDENTIALS - OFFICE OF BUSINESS AND FINANCE EDUCATION AND PRINCIPAL JOB RESPONSIBILITIES CERTIFICATIONS Develop, plan implement, and administer

More information

AXIS REIT MANAGERS BERHAD (Company Number: W) (Incorporated in Malaysia under the Companies Act, 1965)

AXIS REIT MANAGERS BERHAD (Company Number: W) (Incorporated in Malaysia under the Companies Act, 1965) AXIS REIT MANAGERS BERHAD (Company Number: 649450-W) (Incorporated in Malaysia under the Companies Act, 1965) As Management Company of Axis Real Estate Investment Trust BOARD CHARTER APPROVED BY THE BOARD

More information

BrightPath Early Leaning Inc. Audit Committee Charter

BrightPath Early Leaning Inc. Audit Committee Charter BrightPath Early Leaning Inc. Audit Committee Charter 1. Purpose The purpose of the Audit Committee is to assist the Board of BrightPath Early Learning Inc. ( BrightPath ) in its oversight of: (a) The

More information

SCHEME OF DELEGATION

SCHEME OF DELEGATION SCHEME OF DELEGATION 1. Financial Powers and Duties Reserved for the Board of Trustees 2. Financial Powers and Duties Delegated to the Resources Committee 3. Financial Powers and Duties Delegated to the

More information

New York-New Jersey Trail Conference Board of Directors - Functions Approved by the Board March 23, 2004

New York-New Jersey Trail Conference Board of Directors - Functions Approved by the Board March 23, 2004 New York-New Jersey Trail Conference Board of Directors - Functions Approved by the Board March 23, 2004 The Board of Directors is the governing body of the New York-New Jersey Trail Conference (Trail

More information

POLICY & PROCEDURES MEMORANDUM

POLICY & PROCEDURES MEMORANDUM Policy No. BA-1260.1 POLICY & PROCEDURES MEMORANDUM TITLE: INTERNAL CONTROL SYSTEM EFFECTIVE DATE: February 13, 1996* (*Procedural/Title Updates 1/12/16, 1/27/15; CANCELLATION: CATEGORY: none Business

More information

MAGNA INTERNATIONAL INC. BOARD CHARTER

MAGNA INTERNATIONAL INC. BOARD CHARTER MAGNA INTERNATIONAL INC. BOARD CHARTER MAGNA INTERNATIONAL INC. BOARD CHARTER Purpose This Charter has been adopted by the Board of Directors to assist the Board in the exercise of its responsibilities.

More information

Page 1 of 3 2/1/2017 Board Policy Manual Table of Contents

Page 1 of 3 2/1/2017 Board Policy Manual Table of Contents Quinte Health Care Board of Directors Policies TABLE OF CONTENTS Part I: Establish Strategic Direction I-1 Vision, Mission and Core Values I-2 Strategic Planning I-3 Community Engagement (deleted June

More information

Portage Public Schools Board of Education. Governance Policy Manual

Portage Public Schools Board of Education. Governance Policy Manual Portage Public Schools Board of Education Governance Policy Manual Adopted: September 22, 2008 Revised: September 14, 2015 Policy Table of Contents 1 Ends Global Statement 2 Global Executive Limitations

More information

After School Program Administration

After School Program Administration INTRODUCTION After School Program Administration Standards address several areas relevant to effective program management and administration, including leadership; oversight; ethical practice; financial

More information

CHARTER OF THE AUDIT, FINANCE AND RISK COMMITTEE OF THE BOARD OF DIRECTORS OF ACE AVIATION HOLDINGS INC.

CHARTER OF THE AUDIT, FINANCE AND RISK COMMITTEE OF THE BOARD OF DIRECTORS OF ACE AVIATION HOLDINGS INC. CHARTER OF THE AUDIT, FINANCE AND RISK COMMITTEE OF THE BOARD OF DIRECTORS OF ACE AVIATION HOLDINGS INC. 1. Structure, Procedure, Qualifications The Audit, Finance and Risk Committee (the Audit Committee

More information

Non-SEC Regulated Charter. Organization. Statement of Policy. Responsibilities

Non-SEC Regulated Charter. Organization. Statement of Policy. Responsibilities Audit Committee Charter Non-SEC Regulated Charter Organization The Audit Committee of the Board of Directors shall be comprised of at least three directors, consisting entirely of independent members of

More information

COLLEGE OF PHYSICIANS AND SURGEONS OF ONTARIO GOVERNANCE PROCESS MANUAL

COLLEGE OF PHYSICIANS AND SURGEONS OF ONTARIO GOVERNANCE PROCESS MANUAL COLLEGE OF PHYSICIANS AND SURGEONS OF ONTARIO GOVERNANCE PROCESS MANUAL December 2016 Table of Contents Governance Roles and Responsibilities Table of Contents OVERVIEW OF GOVERNANCE... 3 GOVERNANCE ROLES

More information

BOARD ROLES, DUTIES AND RESPONSIBILITIES IN EMPLOYEE MATTERS

BOARD ROLES, DUTIES AND RESPONSIBILITIES IN EMPLOYEE MATTERS BOARD ROLES, DUTIES AND RESPONSIBILITIES IN EMPLOYEE MATTERS Presented by: James K. Martin Booth Law Group LLC 10520 Wayzata Boulevard Minnetonka, MN 55305 Phone: 763-253-4155, ext. 7 Cell: 612-581-8450

More information

Anheuser-Busch Companies, Inc. Audit Committee Charter

Anheuser-Busch Companies, Inc. Audit Committee Charter Anheuser-Busch Companies, Inc. Audit Committee Charter Overview The Audit Committee of the Board of Directors assists the full Board in fulfilling its oversight responsibilities with respect to assuring

More information

CORPORATE COMPLIANCE POLICY MANUAL

CORPORATE COMPLIANCE POLICY MANUAL CORPORATE COMPLIANCE POLICY MANUAL POLITICAL CONTRIBUTIONS AND GOVERNMENT AFFAIRS 02/11/2003 Policy Number: 23-100 SUBJECT: POLITICAL CONTRIBUTIONS AND GOVERNMENT AFFAIRS Application: Worldwide Strategic

More information

FRONTERA ENERGY CORPORATION CORPORATE GOVERNANCE POLICY

FRONTERA ENERGY CORPORATION CORPORATE GOVERNANCE POLICY FRONTERA ENERGY CORPORATION CORPORATE GOVERNANCE POLICY Frontera Energy Corporation, including all of its subsidiaries (as such term is defined in the Code of Business Conduct and Ethics) and Fundación

More information

and Assessing the Risks of Material Misstatement through Understanding the Entity and Its Environment

and Assessing the Risks of Material Misstatement through Understanding the Entity and Its Environment IFACIAAS Board IAASB Main Agenda (April 2013) Agenda Iten 5-D Final Pronouncement March 2012 International Standard on Auditing ISA 315 (Revised), Identifying and Assessing the Risks of Material Misstatement

More information

AMERICAN TOWER CORPORATION CORPORATE GOVERNANCE GUIDELINES (As Amended and Restated, March 9, 2016)

AMERICAN TOWER CORPORATION CORPORATE GOVERNANCE GUIDELINES (As Amended and Restated, March 9, 2016) AMERICAN TOWER CORPORATION CORPORATE GOVERNANCE GUIDELINES (As Amended and Restated, March 9, 2016) The Board of Directors ( Board and its members, Directors ) of American Tower Corporation (the Company

More information

THE FLORIDA INTERNATIONAL UNIVERSITY BOARD OF TRUSTEES AUDIT AND COMPLIANCE COMMITTEE CHARTER

THE FLORIDA INTERNATIONAL UNIVERSITY BOARD OF TRUSTEES AUDIT AND COMPLIANCE COMMITTEE CHARTER THE FLORIDA INTERNATIONAL UNIVERSITY BOARD OF TRUSTEES AUDIT AND COMPLIANCE COMMITTEE CHARTER 1. Overall Purpose/Objectives The Audit and Compliance Committee ( Committee ) is appointed by the Florida

More information

In the first year of The 13th Medium-term Management Plan. Earnings capability. Net income

In the first year of The 13th Medium-term Management Plan. Earnings capability. Net income Management Strategy In the first year of The 13th Medium-term Management Plan FY2014 will mark the first year of The 13th Medium-Term Management Plan ~ All For Your Smile: Providing Wholehearted Services,

More information

MAGNA INTERNATIONAL INC. BOARD CHARTER

MAGNA INTERNATIONAL INC. BOARD CHARTER MAGNA INTERNATIONAL INC. BOARD CHARTER Purpose This Charter has been adopted by the Board of Directors to assist the Board in the exercise of its responsibilities. This Charter, together with the Corporate

More information

THE NEW AND REVISED INTERPRETATIONS CONTAINED IN THIS DOCUMENT ARE EFFECTIVE ON AUGUST 31, 2017 UNLESS OTHERWISE NOTED.

THE NEW AND REVISED INTERPRETATIONS CONTAINED IN THIS DOCUMENT ARE EFFECTIVE ON AUGUST 31, 2017 UNLESS OTHERWISE NOTED. THE NEW AND REVISED INTERPRETATIONS CONTAINED IN THIS DOCUMENT ARE EFFECTIVE ON AUGUST 31, 2017 UNLESS OTHERWISE NOTED. Ethics interpretations are promulgated by the executive committee of the Professional

More information

Corporate Governance Principles

Corporate Governance Principles Corporate Governance Principles I. INTRODUCTION The ISO Board of Governors ( Board ) of the California Independent System Operator Corporation ( ISO ) has adopted these Corporate Governance Principles

More information

Girl Scouts of Central Texas Delegation of Authority Policy Reviewed and approved by GSCTX Finance Committee: March 21, 2017

Girl Scouts of Central Texas Delegation of Authority Policy Reviewed and approved by GSCTX Finance Committee: March 21, 2017 Girl Scouts of Central Texas Delegation of Authority Policy Reviewed and approved by GSCTX Finance Committee: March 21, 2017 PURPOSE This Delegation of Authority Policy outlines limits of authority for

More information

Policy on Financial Accountability & Control

Policy on Financial Accountability & Control Responsible Official (Title): Responsible Office: Responsible Division: Chief Financial Officer Chief Financial Officer Financial Services Policy on Financial Accountability & Control 1. Policy Statement

More information

CAPRA National Accreditation Standards

CAPRA National Accreditation Standards Category 1.0 Agency, Authority, Role and Responsibility 1.1 Source of Authority 1.1.1 Public Authority/Policy Body 1.1.2 Citizen Advisory Boards/Committees 1.1.3 Responsibilities of Approving Authority,

More information

This charter defines the purpose, authority and responsibility of News Corporation s (the Company ) Corporate Audit Department.

This charter defines the purpose, authority and responsibility of News Corporation s (the Company ) Corporate Audit Department. CORPORATE AUDIT DEPARTMENT CHARTER PURPOSE This charter defines the purpose, authority and responsibility of News Corporation s (the Company ) Corporate Audit Department. The Institute of Internal Auditors

More information

Approved by the Board on July 27, 2017 Page 1

Approved by the Board on July 27, 2017 Page 1 TERMS OF REFERENCE FOR THE CORORATE GOVERNANCE AND NOMINATING COMMITTEE 1. UROSE The main purpose of the Corporate Governance and Nominating Committee (the CG&N Committee ) of Capstone Mining Corp. ( Capstone

More information

BOARD SERVICE POLICY AND GUIDELINES

BOARD SERVICE POLICY AND GUIDELINES BOARD SERVICE POLICY AND GUIDELINES Table of Contents... 1 Policy... 2 Guidelines... 3 1. Introduction and Purpose... 3 2. Foundation-Sponsorship of Employees to Serve in Governance Roles... 3 2.1 Approved

More information

Risk assessment checklist - Not-for-Profit governance

Risk assessment checklist - Not-for-Profit governance Check Yes or No or N/A (where not applicable). Where a No is indicated, some action may be required to rectify the situation. Cross-references (e.g., See FN 1.01) point to the relevant policy in the First

More information

Checklist for Higher Education

Checklist for Higher Education Checklist for Higher Education The following section contains a checklist addressing issues of particular relevance to higher education. The guidance is considered best practice for higher education. The

More information

INNOVATIVE INDUSTRIES

INNOVATIVE INDUSTRIES CODE OF CONDUCT INNOVATIVE INDUSTRIES Purpose: Innovative Industries mission is to provide programs and services to people with disabilities that will enhance their independence at home and at work. The

More information

Administration Division Public Works Department Anchorage: Performance. Value. Results.

Administration Division Public Works Department Anchorage: Performance. Value. Results. Administration Division Anchorage: Performance. Value. Results. Mission Provide administrative, budgetary, fiscal, and personnel support to ensure departmental compliance with Municipal policies and procedures,

More information